OF SUCH FAILURE OR BREACH; OR
(IV)
ANY REPRESENTATION OR WARRANTY AT ANY TIME MADE BY OR ON BEHALF OF
ANY BORROWER IN ANY LOAN DOCUMENT OR IN ANY CERTIFICATE, WRITTEN REPORT OR
STATEMENT FURNISHED TO THE AGENT OR ANY BANK PURSUANT THERETO SHALL PROVE TO
HAVE BEEN FALSE IN ANY MATERIAL RESPECT UPON THE DATE WHEN MADE OR DEEMED TO
HAVE BEEN MADE; OR
(V)
ANY BORROWER OR ANY SUBSIDIARY OF ANY BORROWER SHALL FAIL TO PAY
WHEN DUE, OR WITHIN ANY APPLICABLE PERIOD OF GRACE (NOT TO EXCEED THIRTY (30)
DAYS), OBLIGATIONS FOR BORROWED MONEY, OR FAIL TO OBSERVE OR PERFORM ANY TERM,
COVENANT OR AGREEMENT CONTAINED IN ANY AGREEMENT BY WHICH IT IS BOUND,
EVIDENCING OR SECURING BORROWED MONEY, FOR SUCH PERIOD OF TIME AS WOULD PERMIT
(INCLUDING THE GIVING OF APPROPRIATE NOTICE IF REQUIRED) THE HOLDER OR HOLDERS
THEREOF OR OF ANY OBLIGATIONS ISSUED THEREUNDER TO ACCELERATE THE MATURITY
THEREOF; EXCLUDING, HOWEVER, FROM THE OPERATION OF THIS CLAUSE, OBLIGATIONS FOR
BORROWED MONEY, AND AGREEMENTS IN CONNECTION THEREWITH, NOT EXCEEDING $500,000
IN THE AGGREGATE; OR
(VI)
ANY BORROWER OR ANY SUBSIDIARY OF ANY BORROWER SHALL (A) APPLY FOR
OR CONSENT TO THE APPOINTMENT OF, OR THE TAKING OF POSSESSION BY, A RECEIVER,
CUSTODIAN, TRUSTEE OR LIQUIDATOR OF ITSELF OR OF ALL OR A SUBSTANTIAL PART OF
ITS PROPERTY, (B) BE GENERALLY NOT PAYING ITS DEBTS AS SUCH DEBTS BECOME DUE,
(C) MAKE A GENERAL ASSIGNMENT FOR THE BENEFIT OF ITS CREDITORS, (D) COMMENCE A
VOLUNTARY CASE UNDER THE FEDERAL BANKRUPTCY CODE (AS NOW OR HEREAFTER IN
EFFECT), (E) FILE A PETITION SEEKING TO TAKE ADVANTAGE OF ANY OTHER LAW
PROVIDING FOR THE RELIEF OF DEBTORS, (F) CONSENT TO ANY PETITION FILED AGAINST
IT SEEKING AN ORDER FOR RELIEF UNDER THE BANKRUPTCY CODE OR OF ANY OTHER LAW
PROVIDING FOR THE RELIEF OF DEBTORS, (G) TAKE ANY ACTION UNDER THE LAWS OF ITS
JURISDICTION OF INCORPORATION OR ORGANIZATION SIMILAR TO ANY OF THE FOREGOING,
OR (H) TAKE ANY CORPORATE ACTION FOR THE PURPOSE OF EFFECTING ANY OF THE
FOREGOING; OR
(VII)
A PROCEEDING OR CASE SHALL BE COMMENCED AGAINST ANY BORROWER OR
ANY SUBSIDIARY OF ANY BORROWER IN ANY COURT SEEKING (A) THE LIQUIDATION,
REORGANIZATION, DISSOLUTION, WINDING UP, OR COMPOSITION OR READJUSTMENT OF ITS
DEBTS, (B) THE APPOINTMENT OF A TRUSTEE, RECEIVER, CUSTODIAN, LIQUIDATOR OR THE
LIKE OF IT OR OF ALL OR ANY SUBSTANTIAL PART OF ITS ASSETS, (C) AN ORDER FOR
RELIEF UNDER THE BANKRUPTCY CODE, (D) SIMILAR RELIEF IN RESPECT OF IT, UNDER ANY
LAW PROVIDING FOR THE RELIEF OF DEBTORS; AND ANY SUCH PROCEEDING SPECIFIED IN
(A) THROUGH (D) HEREINABOVE (A) SHALL NOT BE DISMISSED WITHIN THIRTY (30) DAYS
FROM THE INITIATION THEREOF, OR (B) SHALL NOT BE CONTESTED BY SUCH BORROWER OR
SUCH SUBSIDIARY IN GOOD FAITH AND WITH DUE DILIGENCE; OR ACTION UNDER THE LAWS
OF THE JURISDICTION OF
58
INCORPORATION OR ORGANIZATION OF ANY BORROWER OR ANY SUBSIDIARY OF ANY BORROWER
SIMILAR TO ANY OF THE FOREGOING SHALL BE TAKEN