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 ANY BORROWER'S OR PARENT'S BUSINESS, OR PERMIT PARENT OR ANY
OF PARENT'S SUBSIDIARIES TO DO SO; WITHDRAW OR PERMIT PARENT OR ANY SUBSIDIARY
OF PARENT TO WITHDRAW FROM PARTICIPATION IN, PERMIT PARTIAL OR COMPLETE
TERMINATION OF, OR PERMIT THE OCCURRENCE OF ANY OTHER EVENT WITH RESPECT TO, ANY
PRESENT PENSION, PROFIT SHARING AND DEFERRED COMPENSATION PLAN WHICH COULD
REASONABLY BE EXPECTED TO RESULT IN ANY LIABILITY OF SUCH PERSON, INCLUDING ANY
LIABILITY TO THE PENSION BENEFIT GUARANTY CORPORATION OR ITS SUCCESSORS OR ANY
OTHER GOVERNMENTAL AGENCY.
8
EVENTS OF DEFAULT
Any one of the following shall constitute an event of default (an "Event of
Default") under this Agreement:
8.1
PAYMENT DEFAULT. ANY BORROWER FAILS WITHIN THREE (3) BUSINESS DAYS
OF WHEN DUE TO MAKE ANY PAYMENT OF PRINCIPAL OR INTEREST ON ANY CREDIT EXTENSION
OR OTHER OBLIGATION. DURING THE CURE PERIOD, THE FAILURE TO CURE THE PAYMENT
DEFAULT IS NOT AN EVENT OF DEFAULT (BUT NO CREDIT EXTENSION WILL BE MADE DURING
THE CURE PERIOD);
8.2
COVENANT DEFAULT.
(A)
ANY BORROWER FAILS OR NEGLECTS TO PERFORM ANY OBLIGATION IN
SECTIONS 6.2, 6.6, OR 6.7 OR VIOLATES ANY COVENANT IN SECTION 7; OR
(B)
ANY BORROWER FAILS OR NEGLECTS TO PERFORM, KEEP, OR OBSERVE ANY
OTHER TERM, PROVISION, CONDITION, COVENANT OR AGREEMENT CONTAINED IN THIS
AGREEMENT OR ANY LOAN DOCUMENTS, AND AS TO ANY DEFAULT (OTHER THAN THOSE
SPECIFIED IN THIS SECTION 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 SUCH BORROWER BE CURED WITHIN SUCH TEN (10) DAY
PERIOD, AND SUCH DEFAULT IS LIKELY TO BE CURED WITHIN A REASONABLE TIME, THEN
SUCH 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 NO CREDIT EXTENSIONS SHALL BE MADE DURING SUCH CURE
PERIOD). GRACE PERIODS PROVIDED UNDER THIS SECTION SHALL NOT APPLY, AMONG OTHER
THINGS, TO FINANCIAL COVENANTS OR ANY OTHER COVENANTS SET FORTH IN SUBSECTION
(A) ABOVE;
14
8.3
MATERIAL ADVERSE CHANGE. A MATERIAL ADVERSE CHANGE OCCURS;
8.4
ATTACHMENT. (A) ANY MATERIAL PORTION OF THE ASSETS OF ANY BORROWER,
PARENT OR ANY SUBSIDIARY OF PARENT 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; (B) THE SERVICE OF PROCESS UPON BANK