of
such Subsidiary shall be deemed to be Secured Debt for purposes of this Section
5.12 and Section 5.8; provided that Indebtedness of any Guarantor that is not
secured shall not be so deemed to be Secured Debt.
(b)
The Borrower shall not permit any Guarantor to incur any
Indebtedness other than Indebtedness evidenced by the Guarantee Agreement or
Indebtedness owed to the Borrower.
SECTION 5.13.
Forward Equity Contracts. Borrower shall not enter into any
forward equity contracts.
ARTICLE VI
DEFAULTS
SECTION 6.1.
Events of Default. An "Event of Default" shall have occurred
if one or more of the following events shall have occurred and be continuing:
(A)
THE BORROWER SHALL FAIL TO (I) PAY WHEN DUE ANY PRINCIPAL OF ANY
LOAN, OR (II) THE BORROWER SHALL FAIL TO PAY WHEN DUE INTEREST ON ANY LOAN OR
ANY FEES OR ANY OTHER AMOUNT PAYABLE TO ADMINISTRATIVE AGENT OR THE BANKS
HEREUNDER AND THE SAME SHALL CONTINUE FOR A PERIOD OF FIVE (5) DAYS AFTER THE
SAME BECOMES DUE;
(B)
THE BORROWER SHALL FAIL TO OBSERVE OR PERFORM ANY COVENANT
CONTAINED IN SECTION 5.8, SECTION 5.9, SECTION 5.10, SECTION 5.11 OR SECTION
5.12;
(C)
THE BORROWER OR ANY GUARANTOR SHALL FAIL TO OBSERVE OR PERFORM ANY
COVENANT OR AGREEMENT CONTAINED IN THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT
(OTHER THAN THOSE COVERED BY CLAUSE (A), (B), (E), (F), (G), (H), (I), (M), (N)
OR (O) OF THIS SECTION 6.1) FOR 30 DAYS AFTER WRITTEN NOTICE THEREOF HAS BEEN
GIVEN TO THE BORROWER BY THE ADMINISTRATIVE AGENT; OR IF SUCH DEFAULT IS OF SUCH
A NATURE THAT IT CANNOT WITH REASONABLE EFFORT BE COMPLETELY REMEDIED WITHIN
SAID PERIOD OF THIRTY (30) DAYS SUCH ADDITIONAL PERIOD OF TIME AS MAY BE
REASONABLY NECESSARY TO CURE SAME, PROVIDED BORROWER COMMENCES SUCH CURE WITHIN
SAID THIRTY (30) DAY PERIOD AND DILIGENTLY PROSECUTES SAME, UNTIL COMPLETION,
BUT IN NO EVENT SHALL SUCH EXTENDED PERIOD EXCEED NINETY (90) DAYS;
(D)
ANY REPRESENTATION, WARRANTY, CERTIFICATION OR STATEMENT MADE BY
THE BORROWER OR ANY GUARANTOR HEREIN OR IN ANY OTHER LOAN DOCUMENT OR THAT IS
CONTAINED IN ANY CERTIFICATE, FINANCIAL STATEMENT OR OTHER DOCUMENT DELIVERED
PURSUANT TO THIS AGREEMENT SHALL PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL
RESPECT WHEN MADE (OR DEEMED MADE) AND, WITH RESPECT TO SUCH REPRESENTATIONS,
WARRANTIES, CERTIFICATIONS OR STATEMENTS NOT KNOWN BY THE BORROWER AT THE TIME
MADE OR DEEMED MADE TO BE INCORRECT, THE DEFECT CAUSING SUCH REPRESENTATION OR
WARRANTY TO BE INCORRECT IN A MATERIAL RESPECT WHEN MADE (OR DEEMED MADE) IS
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NOT REMOVED, CORRECTED OR CURED WITHIN THIRTY (30) DAYS AFTER THE EARLIER OF
WRITTEN NOTICE THEREOF FROM ADMINISTRATIVE AGENT TO BORROWER AND THE BORROWER
OTHERWISE OBTAINS KNOWLEDGE THEREOF;
(E)
THE BORROWER OR ANY SUBSIDIARY SHALL DEFAULT IN THE PAYMENT WHEN
DUE (WHETHER BY SCHEDULED MATURITY, REQUIRED PREPAYMENT, ACCELERATION, DEMAND OR
OTHERWISE) OF ANY AMOUNT OWING IN RESPECT OF ANY RECOURSE DEBT (OTHER THAN THE
OBLIGATIONS) FOR WHICH THE AGGREGATE OUTSTANDING PRINCIPAL AMOUNTS EXCEED
SEVENTY-FIVE MILLION DOLLARS ($75,000,000) AND