AND THE BORROWER HEREBY COVENANTS AND AGREES THAT IT WILL DELIVER
ALL SUCH DOCUMENTS, INSTRUMENTS, APPROVALS AND OPINIONS AND WILL COMPLY WITH ALL
SUCH CONDITIONS WITHIN 45 DAYS FOLLOWING THE CLOSING DATE, AND IF THE BORROWER
FAILS TO MAKE ALL SUCH DELIVERIES OR OTHERWISE FULLY COMPLIED WITH ALL
CONDITIONS PRECEDENT TO THE MAKING OF ANY LOAN, SUCH FAILURE SHALL CONSTITUTE AN
EVENT OF DEFAULT.
ARTICLE X
EVENTS OF DEFAULT AND THEIR EFFECT
SECTION 10.1.
EVENTS OF DEFAULT.
EACH OF THE FOLLOWING
SHALL CONSTITUTE AN EVENT OF DEFAULT UNDER THIS AGREEMENT:
(A)
NONPAYMENT OF LOAN AND OTHER OBLIGATIONS.
DEFAULT IN THE PAYMENT WHEN DUE OF PRINCIPAL OF OR ANY INTEREST ON ANY LOAN, OR
OF ANY FEES OR ANY OTHER AMOUNTS PAYABLE BY THE BORROWER TO THE BANK HEREUNDER,
AND SUCH DEFAULT SHALL HAVE CONTINUED FOR A PERIOD IN EXCESS OF FIVE
(5) BUSINESS DAYS.
24
(B)
NONPAYMENT OF OTHER DEBT.
ANY DEFAULT SHALL
OCCUR UNDER THE TERMS APPLICABLE TO ANY DEBT OF ANY THE GUARANTOR OR ANY
SIGNIFICANT SUBSIDIARY IN AN AGGREGATE AMOUNT (FOR ALL SUCH DEBT SO AFFECTED AND
INCLUDING UNDRAWN COMMITTED OR AVAILABLE AMOUNTS AND AMOUNTS OWING TO ALL
CREDITORS UNDER ANY COMBINED OR SYNDICATED CREDIT ARRANGEMENT) EXCEEDING
$10,000,000 AND SUCH DEFAULT SHALL (A) CONSIST OF THE FAILURE TO PAY SUCH DEBT
WHEN DUE, WHETHER BY ACCELERATION OR OTHERWISE, OR (B) ACCELERATE THE MATURITY
OF SUCH DEBT OR PERMIT THE HOLDER OR HOLDERS THEREOF, OR ANY TRUSTEE OR AGENT
FOR SUCH HOLDER OR HOLDERS, TO CAUSE SUCH DEBT TO BECOME DUE AND PAYABLE (OR
REQUIRE THE GUARANTOR OR ANY SUBSIDIARY TO PURCHASE OR REDEEM SUCH DEBT OR POST
CASH COLLATERAL IN RESPECT THEREOF) PRIOR TO ITS EXPRESSED MATURITY.
(C)
BANKRUPTCY OR INSOLVENCY.
A BORROWER OR
THE GUARANTOR BECOMES INSOLVENT OR GENERALLY FAILS TO PAY, OR ADMITS IN WRITING
ITS INABILITY TO PAY, DEBTS AS THEY BECOME DUE; OR THE BORROWER OR THE GUARANTOR
APPLIES FOR, CONSENTS TO, OR ACQUIESCES IN THE APPOINTMENT OF, A TRUSTEE,
RECEIVER OR OTHER CUSTODIAN FOR THE BORROWER OR THE GUARANTOR OR ANY PROPERTY
THEREOF, OR MAKES A GENERAL ASSIGNMENT FOR THE BENEFIT OF CREDITORS; OR, IN THE
ABSENCE OF SUCH APPLICATION, CONSENT OR ACQUIESCENCE, A TRUSTEE, RECEIVER OR
OTHER CUSTODIAN IS APPOINTED FOR THE BORROWER OR THE GUARANTOR OR FOR A
SUBSTANTIAL PART OF THE PROPERTY THEREOF AND IS NOT DISCHARGED WITHIN SIXTY (60)
DAYS; OR ANY BANKRUPTCY, REORGANIZATION, DEBT ARRANGEMENT, OR OTHER CASE OR
PROCEEDING UNDER ANY BANKRUPTCY OR INSOLVENCY LAW, OR ANY DISSOLUTION OR
LIQUIDATION PROCEEDING, IS COMMENCED IN RESPECT OF THE BORROWER OR THE
GUARANTOR, AND IF SUCH CASE OR PROCEEDING IS NOT COMMENCED BY THE BORROWER OR
THE GUARANTOR, IT IS CONSENTED TO OR ACQUIESCED IN BY THE BORROWER OR THE
GUARANTOR OR REMAINS FOR SIXTY (60) DAYS UNDISMISSED; OR THE BORROWER OR THE
GUARANTOR TAKES ANY ACTION TO AUTHORIZE, OR IN FURTHERANCE OF, ANY OF THE
FOREGOING.
(D)
OTHER NONCOMPLIANCE WITH THIS AGREEMENT OR
ANY RELATED DOCUMENT.
FAILURE BY THE BORROWER TO COMPLY WITH OR TO PERFORM