8) UNDER SUCH OTHER TERM, PROVISION, CONDITION,
COVENANT OR AGREEMENT THAT CAN BE CURED, HAS FAILED TO CURE THE 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 PERIOD (WHICH SHALL NOT IN ANY CASE EXCEED THIRTY (30)
DAYS) TO ATTEMPT TO CURE SUCH DEFAULT, AND WITHIN SUCH REASONABLE TIME PERIOD
THE FAILURE TO CURE THE DEFAULT SHALL NOT BE DEEMED AN EVENT OF DEFAULT (BUT
14
NO CREDIT EXTENSIONS SHALL BE MADE DURING SUCH CURE PERIOD).
CURE PERIODS
PROVIDED UNDER THIS SECTION SHALL NOT APPLY, AMONG OTHER THINGS, TO FINANCIAL
COVENANTS OR ANY OTHER COVENANTS SET FORTH IN CLAUSE (A) ABOVE;
8.3
MATERIAL ADVERSE CHANGE.
A MATERIAL ADVERSE
CHANGE OCCURS;
8.4
ATTACHMENT; LEVY; RESTRAINT ON BUSINESS.
(A)
(I) THE SERVICE OF PROCESS SEEKING TO
ATTACH, BY TRUSTEE OR SIMILAR PROCESS, ANY FUNDS OF BORROWER OR OF ANY ENTITY
UNDER THE CONTROL OF BORROWER (INCLUDING A SUBSIDIARY) ON DEPOSIT OR OTHERWISE
MAINTAINED WITH BANK OR ANY BANK AFFILIATE, OR (II) A NOTICE OF LIEN OR LEVY FOR
A JUDGMENT OR CLAIM IN EXCESS OF ONE HUNDRED THOUSAND DOLLARS ($100,000.00) IS
FILED AGAINST ANY OF BORROWER'S ASSETS BY ANY GOVERNMENT AGENCY, AND THE SAME
UNDER SUBCLAUSES (I) AND (II) HEREOF ARE NOT, WITHIN TEN (10) DAYS AFTER THE
OCCURRENCE THEREOF, DISCHARGED OR STAYED (WHETHER THROUGH THE POSTING OF A BOND
OR OTHERWISE); PROVIDED, HOWEVER, NO CREDIT EXTENSIONS SHALL BE MADE DURING ANY
TEN (10) DAY CURE PERIOD; OR
(B)
(I) ANY MATERIAL PORTION OF BORROWER'S
ASSETS IS ATTACHED, SEIZED, LEVIED ON, OR COMES INTO POSSESSION OF A TRUSTEE OR
RECEIVER, OR (II) ANY COURT ORDER ENJOINS, RESTRAINS, OR PREVENTS BORROWER FROM
CONDUCTING ANY MATERIAL PART OF ITS BUSINESS;
8.5
INSOLVENCY.
(A) BORROWER IS UNABLE TO PAY ITS
DEBTS (INCLUDING TRADE DEBTS) AS THEY BECOME DUE OR OTHERWISE BECOMES INSOLVENT;
(B) BORROWER BEGINS AN INSOLVENCY PROCEEDING; OR (C) AN INSOLVENCY PROCEEDING IS
BEGUN AGAINST BORROWER AND NOT DISMISSED OR STAYED WITHIN THIRTY (30) DAYS (BUT
NO CREDIT EXTENSIONS SHALL BE MADE WHILE OF ANY OF THE CONDITIONS DESCRIBED IN
CLAUSE (A) EXIST AND/OR UNTIL ANY INSOLVENCY PROCEEDING IS DISMISSED);
8.6
OTHER AGREEMENTS.
THERE IS, UNDER ANY
AGREEMENT TO WHICH BORROWER OR ANY GUARANTOR IS A PARTY WITH A THIRD PARTY OR
PARTIES, (A) ANY DEFAULT RESULTING IN A RIGHT BY SUCH THIRD PARTY OR PARTIES,
WHETHER OR NOT EXERCISED, TO ACCELERATE THE MATURITY OF ANY INDEBTEDNESS IN AN
AMOUNT INDIVIDUALLY OR IN THE AGGREGATE IN EXCESS OF TWO HUNDRED THOUSAND
DOLLARS ($200,000.00); OR (B) ANY DEFAULT BY BORROWER OR GUARANTOR , THE RESULT
OF WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON BORROWER'S OR ANY GUARANTOR'S
BUSINESS;
8.7
JUDGMENTS.
ONE OR MORE FINAL JUDGMENTS,
ORDERS, OR DECREES FOR THE PAYMENT