DIRECTLY OR INDIRECTLY ENTER INTO OR
PERMIT TO EXIST ANY MATERIAL TRANSACTION WITH ANY AFFILIATE OF BORROWER, EXCEPT
FOR TRANSACTIONS THAT ARE IN THE ORDINARY COURSE OF BORROWER'S BUSINESS, UPON
FAIR AND REASONABLE TERMS THAT ARE NO LESS FAVORABLE TO BORROWER THAN WOULD BE
OBTAINED IN AN ARM'S LENGTH TRANSACTION WITH A NON-AFFILIATED PERSON.
7.8
SUBORDINATED DEBT.
MAKE OR PERMIT ANY PAYMENT ON ANY SUBORDINATED
DEBT, EXCEPT UNDER THE TERMS OF THE SUBORDINATED DEBT, OR AMEND ANY PROVISION IN
ANY DOCUMENT RELATING TO THE SUBORDINATED DEBT, WITHOUT BANK'S PRIOR WRITTEN
CONSENT.
7.9
COMPLIANCE.
BECOME AN "INVESTMENT COMPANY" OR A COMPANY CONTROLLED
BY AN "INVESTMENT COMPANY", UNDER THE INVESTMENT COMPANY ACT OF 1940 OR
UNDERTAKE AS ONE OF ITS IMPORTANT ACTIVITIES EXTENDING CREDIT TO PURCHASE OR
CARRY MARGIN STOCK, OR USE THE PROCEEDS OF ANY ADVANCE FOR THAT PURPOSE; FAIL TO
MEET THE MINIMUM FUNDING REQUIREMENTS OF ERISA, PERMIT A REPORTABLE EVENT OR
PROHIBITED TRANSACTION, AS DEFINED IN ERISA, TO OCCUR; FAIL TO COMPLY WITH THE
FEDERAL FAIR LABOR STANDARDS ACT OR VIOLATE ANY OTHER LAW OR REGULATION, IF THE
VIOLATION COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON
BORROWER'S BUSINESS OR OPERATIONS OR WOULD REASONABLY BE EXPECTED TO CAUSE A
MATERIAL ADVERSE CHANGE, OR PERMIT ANY OF ITS SUBSIDIARIES TO DO SO.
8
EVENTS OF DEFAULT
Any one of the following is an Event of Default:
8.1
PAYMENT DEFAULT.
BORROWER FAILS TO PAY ANY OF THE OBLIGATIONS WHEN
DUE;
8.2
COVENANT DEFAULT.
(A)
IF BORROWER FAILS TO PERFORM ANY OBLIGATION UNDER SECTIONS 2.2.7
OR 6.2 OR VIOLATES ANY OF THE COVENANTS CONTAINED IN SECTION 7 OF THIS
AGREEMENT, OR
(B)
IF BORROWER FAILS OR NEGLECTS TO PERFORM, KEEP, OR OBSERVE ANY
OTHER MATERIAL TERM, PROVISION, CONDITION, COVENANT, OR AGREEMENT CONTAINED IN
THIS AGREEMENT, IN ANY OF THE LOAN DOCUMENTS, OR IN ANY OTHER PRESENT OR FUTURE
AGREEMENT BETWEEN BORROWER AND BANK AND AS TO ANY DEFAULT UNDER SUCH OTHER TERM,
PROVISION, CONDITION, COVENANT OR AGREEMENT THAT CAN BE CURED, HAS FAILED TO
CURE SUCH DEFAULT WITHIN TEN (10) DAYS AFTER THE OCCURRENCE THEREOF; PROVIDED,
HOWEVER, THAT IF THE DEFAULT CANNOT BY ITS NATURE BE CURED WITHIN THE TEN
(10) DAY PERIOD OR CANNOT AFTER DILIGENT ATTEMPTS BY BORROWER BE CURED WITHIN
SUCH TEN (10) DAY PERIOD, AND SUCH DEFAULT IS LIKELY TO BE CURED WITHIN A
REASONABLE TIME, THEN BORROWER SHALL HAVE AN ADDITIONAL REASONABLE PERIOD (WHICH
SHALL
10
NOT IN ANY CASE EXCEED THIRTY (30) DAYS) TO ATTEMPT TO CURE SUCH DEFAULT, AND
WITHIN SUCH REASONABLE TIME PERIOD THE FAILURE TO HAVE CURED SUCH DEFAULT SHALL
NOT BE DEEMED AN EVENT OF DEFAULT (PROVIDED THAT NO ADVANCES WILL BE MADE DURING
SUCH CURE PERIOD);
8.3
MATERIAL ADVERSE CHANGE.
A MATERIAL ADVERSE CHANGE OCCURS;
8.4
ATTACHMENT.
(I) ANY PORTION OF BORROWER'S ASSETS IS ATTACHED,
SEIZED, LEVIED ON, OR COMES INTO POSSESSION OF A TRUSTEE OR RECEIVER AND THE
ATTACHMENT, SEIZURE OR LEVY IS NOT REMOVED IN TEN (10) DAYS; (II) THE SERVICE OF
PROCESS UPON BORROWER