had been named as the Capital
Corporation herein and therein.
SECTION 8.
EVENTS OF DEFAULT
Upon the occurrence and during the continuance of any of the following events:
55
(A)
EITHER BORROWER SHALL FAIL TO PAY ANY PRINCIPAL OF ANY LOAN WHEN DUE
IN ACCORDANCE WITH THE TERMS HEREOF OR TO PAY ANY INTEREST ON ANY LOAN, IN EACH
CASE WITHIN TWO BUSINESS DAYS AFTER ANY SUCH AMOUNT BECOMES DUE IN ACCORDANCE
WITH THE TERMS HEREOF OR SHALL FAIL TO PAY ANY OTHER AMOUNT PAYABLE HEREUNDER
WITHIN FIVE BUSINESS DAYS AFTER ANY SUCH OTHER AMOUNT BECOMES DUE IN ACCORDANCE
WITH THE TERMS THEREOF OR HEREOF; OR
(B)
ANY REPRESENTATION OR WARRANTY MADE OR PURSUANT TO SUBSECTION 4.2
DEEMED MADE BY EITHER BORROWER HEREIN OR WHICH IS CONTAINED IN ANY MATERIAL
CERTIFICATE, MATERIAL DOCUMENT OR MATERIAL FINANCIAL STATEMENT OR OTHER MATERIAL
STATEMENT FURNISHED AT ANY TIME UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL
PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL RESPECT ON OR AS OF THE DATE MADE
OR DEEMED MADE; OR
(C)
THE COMPANY SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY
AGREEMENT CONTAINED IN SUBSECTION 5.6, 6.1 OR 6.4, OR THE CAPITAL CORPORATION
SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY AGREEMENT CONTAINED IN
SUBSECTIONS 7.1, 7.2 OR 7.4; OR
(D)
EITHER BORROWER SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY
AGREEMENT CONTAINED IN THIS AGREEMENT (OTHER THAN THOSE AGREEMENTS REFERRED TO
ABOVE IN THIS SECTION 8), AND SUCH DEFAULT SHALL CONTINUE UNREMEDIED FOR A
PERIOD OF 30 DAYS AFTER WRITTEN NOTICE THEREOF SHALL HAVE BEEN GIVEN TO SUCH
BORROWER BY THE ADMINISTRATIVE AGENT OR ANY OF THE BANKS THROUGH THE
ADMINISTRATIVE AGENT; OR
(E)
(I)
EITHER BORROWER OR ANY OF ITS SIGNIFICANT SUBSIDIARIES SHALL
DEFAULT IN ANY PAYMENT OF PRINCIPAL OF OR INTEREST ON ANY INDEBTEDNESS FOR
BORROWED MONEY (OTHER THAN THE LOANS AND ANY SECURITIZATION INDEBTEDNESS) IN A
PRINCIPAL AMOUNT IN EXCESS OF $50,000,000 IN THE AGGREGATE, OR ANY INTEREST OR
PREMIUM THEREON, WHEN DUE (WHETHER AT SCHEDULED MATURITY OR BY REQUIRED
PREPAYMENT, ACCELERATION, DEMAND OR OTHERWISE) AND SUCH FAILURE SHALL CONTINUE
BEYOND THE PERIOD OF GRACE, IF ANY, PROVIDED IN THE INSTRUMENT OR AGREEMENT
UNDER WHICH SUCH INDEBTEDNESS WAS CREATED; OR (II) ANY OTHER DEFAULT (OTHER THAN
ANY DEFAULT ARISING SOLELY OUT OF EITHER BORROWER'S, OR ANY OF ITS SIGNIFICANT
SUBSIDIARIES', VIOLATION OF ANY ARRANGEMENT WITH ANY BANK, OR ANY AFFILIATE OF
ANY BANK, IN ANY WAY RESTRICTING SUCH BORROWER'S, OR SUCH SIGNIFICANT
SUBSIDIARY'S, RIGHT OR ABILITY TO SELL, PLEDGE OR OTHERWISE DISPOSE OF MARGIN
STOCK OTHER THAN RESTRICTED MARGIN STOCK), OR ANY OTHER EVENT THAT WITH NOTICE
OR THE LAPSE OF TIME, OR BOTH, WOULD CONSTITUTE SUCH A DEFAULT, UNDER ANY
AGREEMENT OR INSTRUMENT RELATING TO ANY SUCH INDEBTEDNESS FOR BORROWED MONEY
(OTHER THAN THE LOANS), SHALL OCCUR AND SHALL CONTINUE AFTER THE APPLICABLE
GRACE PERIOD, IF ANY, SPECIFIED IN SUCH AGREEMENT OR INSTRUMENT, IF THE EFFECT
OF SUCH DEFAULT OR EVENT IS TO ACCELERATE THE MATURITY OF SUCH