Common use of EVENTS OF ACCELERATION Clause in Contracts

EVENTS OF ACCELERATION. If any of the following events occurs: 1. The Borrower or any guarantor of this note ("Guarantor") fails to pay when due any amount payable under this note or under any agreement or instrument evidencing debt to any creditor; 2. The Borrower or any Guarantor(a) fails to observe or perform any other term of this note; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the Bank) such that the creditor declares the debt due before its maturity; 3. There is a default under the terms of any loan agreement, security agreement, or any other document executed as part of the loan evidenced by this note, or any guaranty of the loan evidenced by this note becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction; 7. A custodian, receiver, or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;

EVENTS OF ACCELERATION. If any of the following events occurs: 1. : A. The Borrower or any guarantor of this note ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditorcreditor (including NBD) except of Borrower's trade creditors; B. The Borrower (a) fails to pay when due any amounts due under the Note, and such default is not cured within ten (1 0) days thereof; 2. The Borrower or any Guarantor(alb) fails to observe or perform any other term of this noteAgreement, the Note or any guaranty agreements in favor of the Bank, which default is not cured within thirty (30) days after notice thereof to Borrower; or (bc) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; or (cd) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (de) fails to pay when due Borrower's trade creditors, which default is not cured within thirty (30) days of such due date; or (f) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the Bank) such that the creditor declares the debt due before its maturity; 3. There is a default borrowings under the terms Credit Facilities) which are not cured within any applicable cure period thereunder or are not waived by such creditor within thirty (30) days ("Creditor Waiver Period") of such default; provided, however, notwithstanding the foregoing, in the event a creditor or BankAmerica commences an Enforcement Action during the Creditor Waiver Period it shall immediately be an Event of Acceleration hereunder. For the purposes of this Agreement the term "Enforcement Action" shall mean any administrative, legal or equitable action against the Borrower, the collateral for BankAmerica's loan agreementor the collateral for the Term Loan or any administrative, legal or equitable action(s) that may adversely affect Borrower or it's interests, including, without limitation, exercising any legal rights to enforce security agreementinterests, mortgages or liens against the collateral securing the BankAmerica loan or the collateral securing the Term Loan, or setting off, or upon any other document executed as part of such collateral in the loan evidenced by this notepossession of or coming into possession of such creditor, or any guaranty of the loan evidenced by this note becomes unenforceable in whole its agent or in part, or any Guarantor fails to promptly perform under its guaranty; 4. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction; 7. A custodian, receiver, or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00bailee;

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities, the Notes or the Leases ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. ; B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement, the Notes or the Leases; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. ; C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note obligations under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor guarantor fails to promptly perform under its guaranty; 4. ; D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Benefits Guaranty Corporation to terminate any employee benefit plan of o the Borrower or any affiliate of the Borrower; 5. ; E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. ; F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, ; (b) consents to the appointment of a custodian, receiver, receive or trustee for itself it or for a substantial part of its assets assets; or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. ; G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the its consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;

EVENTS OF ACCELERATION. If any of the following events occurs: 1. occur, the Credit Facilities shall terminate and all borrowings under them shall become due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. . B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement or the Notes; (b) makes any materially incorrect or misleading representation, warranty, warranty or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. . C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note liabilities under the Credit Facilities becomes unenforceable in whole or in part, part or any Guarantor fails to promptly perform under its guaranty; 4. D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction; 7. A custodian, receiver, or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;.

EVENTS OF ACCELERATION. If any of the following events occurs: 1. occur, the Credit Facilities shall terminate and all borrowings under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities or the Notes ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditorfor borrowed money; 2. B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement or the Notes; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note borrowings under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, ; (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets assets; or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;a

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities or the Notes ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement or the Notes; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note borrowings under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, ; (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets assets; or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the its consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. H. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. I. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, levy or garnishment is issued against any property of the Borrower or any Guarantor; J. The Borrower or any Guarantor dies; K. The Borrower or any Guarantor, without the Bank's written consent, (a) is dissolved, (b) merges or consolidates with any third party, (c) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of business, (d) leases, purchases, or otherwise acquires a material part of the assets of any other corporation or business entity, except in each case the ordinary course of business, or (e) agrees to do any of the foregoing, (notwithstanding the foregoing, any subsidiary may merge or consolidate with any other subsidiary, or with the Borrower, so long as the Borrower is the survivor); L. The loan-to-value ratio of any pledged securities at any time exceeds ___%, and such excess continues for five (5) days after notice from the Bank to the Borrower; M. There is a substantial change in an aggregate amount the existing or prospective financial condition of the Borrower or any Guarantor which the Bank in excess of $250,000.00;good faith determines to be materially adverse; or N The Bank in good faith shall deem itself insecure.

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities or the Notes ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. ; B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement or the Notes; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this noteCredit Facilities, but including other obligations and liabilities owing from the Borrower to the Bank) ), such that the creditor declares the debt due before its maturity; 3. ; C. There is a default under the terms of any loan agreement, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note borrowings under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. ; D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. ; E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. ; F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction; 7. A custodian, receiver, or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;)

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities, the Notes or the Leases ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement, the Notes or the Leases; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note obligations under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, ; (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets assets; or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the its consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. H. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. I. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, levy or garnishment is issued against any property of the Borrower or any Guarantor; J. The Borrower or any Guarantor dies; K. The Borrower or any Guarantor, without the Bank's written consent, (a) is dissolved, (b) merges or consolidates with any third party, (c) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of business, (d) leases, purchases, or otherwise acquires a material part of the assets of any other corporation or business entity, except in each case the ordinary course of business, or (e) agrees to do any of the foregoing, (notwithstanding the foregoing, any subsidiary may merge or consolidate with any other subsidiary, or with the Borrower, so long as the Borrower is the survivor); L. The loan-to-value ratio of any pledged securities at any time exceeds %, and such excess continues for five (5) days after notice from the Bank to the Borrower; M. There is a substantial change in an aggregate amount the existing or prospective financial condition of the Borrower or any Guarantor which the Bank in excess of $250,000.00;good faith determines to be materially adverse; or N. The Bank in good faith shall deem itself insecure.

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities, the Notes or the Leases ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. ; B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement, the Notes or the Leases; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. ; C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note obligations under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. ; D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. ; E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction; 7. A custodian, receiver, or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00;

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Facilities shall terminate and all borrowings under them shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Credit Facilities or the Notes ("Guarantor") fails to pay when due any amount payable under this note the Credit Facilities or under any agreement or instrument evidencing debt to any creditor; 2. B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this noteagreement or the Notes; (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by this note, but including other obligations and liabilities owing from the Borrower to the BankCredit Facilities) such that the creditor declares the debt due before its maturity; 3. C. There is a default under the terms of any loan agreement, mortgage, security agreement, agreement or any other document executed as part of the loan evidenced by this noteCredit Facilities, or any guaranty of the loan evidenced by this note borrowings under the Credit Facilities becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, ; (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets assets; or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the its consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. H. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings; 9. I. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, levy or garnishment is issued against any property of the Borrower or any Guarantor; J. The Borrower or any Guarantor dies; K. The Borrower or any Guarantor, without the Bank's written consent, (a) is dissolved, (b) merges or consolidates with any third party, (c) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of business, (d) leases, purchases, or otherwise acquires a material part of the assets of any other corporation or business entity, except in each case the ordinary course of business, or (e) agrees to do any of the foregoing, (notwithstanding the foregoing, any subsidiary may merge or consolidate with any other subsidiary, or with the Borrower, so long as the Borrower is the survivor); L. The loan-to-value ratio of any pledged securities at any time exceeds n/a%, and such excess continues for five (5) days after notice from the Bank to the Borrower; M. There is a substantial change in an aggregate amount the existing or prospective financial condition of the Borrower or any Guarantor which the Bank in excess of $250,000.00;good faith determines to be materially adverse; or N. The Bank in good faith shall deem itself insecure.

EVENTS OF ACCELERATION. If any of the following events occurs: 1. , the Credit Authorization shall terminate and all of the Obligations shall be due immediately, without notice, at the Bank's option, whether or not the Bank has made demand. A. The Borrower or any guarantor of this note any of the Obligations (a "Guarantor") fails to pay when due any amount payable under this note or in connection with the Obligations or under any agreement or instrument evidencing debt to any creditor; 2. . B. The Borrower or any Guarantor(aGuarantor (a) fails to observe or perform any other term of this note; agreement, the Note or the other Loan Documents, (b) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; , (c) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; Bank or (d) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by this noteObligations, but including other obligations and liabilities owing from the Borrower to the Bank) ), such that the creditor declares the debt due before its maturity; 3. . C. There is a default under the terms of any loan agreement, security agreement, or any other document executed as part of the loan evidenced by this noteLoan Document, or any guaranty of the loan evidenced by this note Obligations becomes unenforceable in whole or in part, or any Guarantor fails to promptly perform under its guaranty; 4. ; D. A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower or any affiliate of the Borrower; 5. ; E. The Borrower or any Guarantor becomes insolvent or unable to pay its debts as they become due; 6. ; F. The Borrower or any Guarantor (a) makes an assignment for the benefit of creditors, (b) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its assets or (c) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws of any jurisdiction; 7. . G. A custodian, receiver, receiver or trustee is appointed for the Borrower or any Guarantor or for a substantial part of its assets without the its consent of the party against which the appointment is made and is not removed within 60 days after such appointment; 8. ; H. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such proceedings remain undismissed for 60 days after commencement; , or the Borrower or Guarantor consents to the commencement of such proceedings; 9. ; I. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, levy or garnishment is issued against any property of the Borrower or any Guarantor; in each case in an aggregate amount in excess of $250,000.00250,000 J. The Borrower or any Guarantor dies; K. The Borrower or any Guarantor, without the Bank's written consent, (a) is dissolved, (b) merges or consolidates with any third party, (c) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of business, (d) leases, purchases, or otherwise acquires a material part of the assets of any other corporation or business entity, except in the ordinary course of business, or (e) agrees to do any of the foregoing (notwithstanding the foregoing, any subsidiary may merge or consolidate with any other subsidiary, or with the Borrower, so long as the Borrower is the survivor); L. There is a substantial change in the existing or prospective financial condition of the Borrower or any Guarantor which the Bank in good faith determines to be materially adverse; or M. The Bank in good faith shall deem itself insecure.