Common use of Events of Defaults Clause in Contracts

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events (collectively, "EVENTS OF DEFAULT"): (a) the occurrence of an Event of Default under the Loan Agreement; (b) if any representation or warranty in this Mortgage is false or incorrect in any material respect or the Mortgagor fails to perform or fulfill any covenant, condition or undertaking continued in this Mortgage; or (c) if the Mortgaged Property shall become subject (i) to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, or (ii) to any lis pendens, notice of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever and the same shall not either be discharged of record or in the alternative insured over to the satisfaction of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten (10) days after the same is filed or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan Agreement, the terms of the Loan Agreement shall control. Upon the occurrence of any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rights.

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events shall constitute an Event of Default (collectively, "EVENTS OF DEFAULT"each an “Event of Default”): (a) Any representation or warranty made by any Loan Party to the occurrence Lenders in the Loan Documents or any representation or warranty made by ITAC to the Lenders in the ITAC Certification shall be materially false or misleading as of the date on which made or deemed made. (b) The Company shall not have made payment of (i) principal of the Loans when due, or (ii) interest on the Loans or of any other monetary Obligations under any of the Loan Documents for five (5) Business Days or more after the same shall have become due and payable. (c) The breach by any Loan Party (other than a breach which constitutes an Event of Default under the Loan Agreement; Sections 8.1(a) or (b) if above) of any representation of the terms or warranty in this Mortgage is false provisions of the Loan Documents or incorrect in any material respect or the Mortgagor fails to perform or fulfill any covenant, condition or undertaking continued in this Mortgage; or a breach by ITAC (c) if the Mortgaged Property shall become subject (i) to any tax lien, other than a lien for local real estate taxes and assessments breach with constitutes an Event of Default under Section 8.1(a) above) of any of the terms of the ITAC Certification, which is not due and payableremedied within fifteen (15) Business Days after written notice from the Lenders. (d) Unless the subject of a good faith dispute, the Company shall fail to pay its debts generally as they become due; a notice of Lien or assessment in excess of $100,000 which is not a Permitted Encumbrance is filed of record with respect to all or any part of any Loan Parties’ or any of its Subsidiaries’ assets by the United States, or (ii) any department, agency or instrumentality thereof, or by any state, county, municipal or other governmental agency, including the PBGC, or any taxes or debts owing at any time or times hereafter to any lis pendens, notice one of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever these becomes payable and the same shall is not either be discharged of record or in the alternative insured over to the satisfaction of the Mortgagee by the title company insuring the lien of this Mortgage paid within a period of ten thirty (1030) days after the same is filed becomes payable. (e) A default or recordedevent of default shall occur at any time under the terms of any other agreement involving borrowed money or the extension of credit, or any other obligations under which any Loan Party may be obligated as a borrower or guarantor, and irrespective such breach, default or event of whether default causes any or all of the same is superior obligations thereunder to become, or subordinate to be declared, due and payable before its stated maturity by acceleration or otherwise, and such occurrences, in lien the aggregate, could reasonably be expected to have a Material Adverse Effect on such Loan Party. (f) Any Loan Party ceases to be solvent or admits in writing its inability to pay its debts as they mature. (g) A proceeding shall have been instituted in a court having jurisdiction in the premises seeking a decree or order for relief in respect of any Loan Party an involuntary case under any applicable bankruptcy, insolvency, reorganization or other priority to similar law now or hereafter in effect, or for the lien appointment of this Mortgage a receiver, liquidator, assignee, custodian, trustee, sequestrator, conservator (or similar official) of any Loan Party for any substantial part of its property, or for the winding-up or liquidation of its affairs, and irrespective such proceeding shall remain undismissed or unstayed and in effect for a period of whether the same constitutes sixty (60) consecutive days or such court shall enter a perfected decree or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent order granting any of the above provisions conflict with relief sought in such proceeding. (h) Any Loan Party shall commence a voluntary case under any applicable bankruptcy, insolvency, reorganization or other similar law now or hereafter in effect, shall consent to the entry of an order for relief in an involuntary case under any such law, or shall consent to the appointment or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator, conservator (or other similar official) of itself or for any substantial part of its property or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any action in furtherance of any of the foregoing. (i) Any Judgment(s) singly or in the aggregate in excess of the One Hundred Thousand U.S. Dollars ($100,000) that is not covered by insurance shall be entered against the Company which remains unsatisfied, unvacated or unstayed pending appeal for sixty (60) or more days after entry thereof. (j) The Company or the Parent Guarantor effectuates a change of control without the prior written consent of the Lenders which is prohibited by Section 7.11 above. (k) The Company or the Parent Guarantor is in default under the U.S. the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) or any defaults under similar non-U.S. laws in excess of One Hundred Thousand U.S. Dollars ($100,000). (l) Any Loan Party ceases to conduct its business as contemplated, except as expressly permitted under Section 7.11, or any Loan Party is enjoined, restrained or in any way prevented by court order from conducting all or any material part of its business and such injunction, restraint or other preventive order is not dismissed within thirty (30) days after the entry thereof. (m) Any Loan Document is not or ceases to be a valid, binding and enforceable obligation of, or is repudiated by, the Loan Agreement, the terms Parties. Any of the Loan Agreement Documents shall control. Upon cease to be legal, valid and binding agreements enforceable against the party executing the same or such party’s successors and assigns (as permitted under the Loan Documents) in accordance with the respective terms thereof or shall in any way be terminated (except in accordance with its terms) or become or be declared ineffective or inoperative or shall in any way be challenged or contested or cease to give or provide the respective Liens, security interests, rights, titles, interests, remedies, powers or privileges intended to be created thereby. (n) The occurrence of an event which would have a Material Adverse Effect on any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rightsLoan Party.

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events (collectively, "EVENTS OF DEFAULT"):shall constitute an “Event of Default”: (a) The Borrower shall fail to pay (i) any interest due on the occurrence of an Event of Default Note, or any other amount payable under this agreement (other than a principal payment on the Loan AgreementNote) within 10 days after the same becomes due; or (ii) any principal amount due on the Note when due; (b) if The Borrower shall default in the performance or observance of any agreement, covenant, condition, provision or term contained in Article V or section 6.01 of this Agreement; (c) The Borrower or other signatory other than the Lender shall default in the performance or observance of any of the other agreements, covenants, conditions, provisions or terms in this agreement or any Collateral Document continuing for a period of days after written notice hereof is given to the Borrower by the Lender; (d) Any representation or warranty in made by the Borrower here or any certificate delivered pursuant to this Mortgage is agreement, or any financial statement delivered to the Lender under this agreement, shall prove to have been false or incorrect in any material respect as of the time when made or given; (e) The Borrower shall fail to pay as and when due and payable (whether at maturity, by acceleration or otherwise) all or any part of the principal of or interest on any indebtedness of or assumed by it, or of the rentals due under any lease or sublease, or of any other obligation for the payment of money, and such default shall not be cured within the period or periods of grace, if any, specified in the instruments governing such obligations; or default shall occur under any evidence of, or any indenture, lease, sublease, agreement or other instrument governing such obligations, and such default shall continue for a period of time sufficient to permit the acceleration of the maturity of any such indebtedness or other obligation or the Mortgagor fails to perform termination of such lease or fulfill any covenant, condition or undertaking continued in this Mortgage; orsublease; (cf) if A final judgment which, together with other outstanding final judgments against the Mortgaged Property Borrower exceeds an aggregate of $500,000.00 shall become subject be entered against the Borrower and shall remain outstanding and unsatisfied, unbonded, unstayed or uninsured after 30 days from the date of entry thereof; (g) The Borrower or any Guarantor shall: (i) to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, become insolvent; or (ii) be unable, or admit in writing its inability to pay its debts as they mature; or (iii) make a general assignment for the benefit of creditors or to an agent authorized to liquidate any lis pendenssubstantial amount of its property; or (iv) become the subject of an “order for relief’ within the meaning of the United States Bankruptcy Code; or (v) become the subject of a creditor’s petition for liquidation, notice of pendency, stop order, notice of intention reorganization or to file mechanic's or materialman's lien, mechanic's or materialman's lien effect a plan or other lien arrangement with creditors; or (vi) apply to a court for the appointment of a custodian or receiver for any of its assets; or (vii) have a custodian or receiver appointed for any of its assets (with or without its consent); or (viii) otherwise become the subject of any nature whatsoever and the same shall not either be discharged of record insolvency proceedings or in the alternative insured over to the satisfaction of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten propose or enter into any formal or informal composition or arrangement with its creditors; or (10ix) days after the same is filed or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan die; (h) This Agreement, the terms Note or any Collateral Document shall, at any time after their respective execution and delivery, and for any reason, cease to be in full force and effect or be declared void, or be revoked or terminated, or the validity or enforceability thereof or hereof shall be contested by the Borrower or any shareholder of the Loan Agreement Borrower, or the Borrower shall control. Upon deny that it has any or further liability or obligation thereunder or under this agreement, as the occurrence case may be; or (i) Any Reportable Event, which the Lender determines in good faith to constitute grounds for the termination of any Event Plan by the Pension Benefit Guaranty Corporation or for the appointment by the appropriate United States District Court of Defaulta trustee to administer any Plan, shall have occurred, or any Plan shall be terminated within the Mortgagee may commence an action meaning of Title IV of ERISA, or a trustee shall be appointed by the appropriate United States District Court to foreclose administer any Plan, or the Pension Benefit Guaranty Corporation shall institute proceedings to terminate any Plan or to appoint a trustee to administer any Plan, and in case of any event described in the preceding provisions of this Mortgage and/or exercise section the Lender determines in good faith that the aggregate amount of the Borrower’s liability to the Pension Benefit Guaranty Corporation under ERISA shall exceed $50,000.00 and such liability is not covered, for the benefit of the Borrower, by insurance. (i) Borrower shall have failed to obtain the Land Reclamation Permit and any and all other rights contained in this Mortgage required permits from the State of Illinois or the United States government necessary to transfer, sell, assign, transport or otherwise available at law or in equity remove the coal that is subject to enforce the security agreement between the parties hereto from its rightspresent site.

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any If one or more of the following events (collectively, herein called "EVENTS OF DEFAULTEvents of Default"):) shall occur and be continuing: (a) The Company shall: (i) default in the occurrence payment of an Event any principal of Default any Loan or any Reimbursement Obligation when due (whether at stated maturity or upon mandatory or optional prepayment); or (ii) default in the payment of any interest on any Loan, any fee or any other amount payable by it hereunder or under the Loan Agreement;any other Basic Document when due and such default shall have continued unremedied for three or more Business Days; or (b) if The Company or any representation of its Significant Subsidiaries shall default in the payment when due of any principal of or warranty interest on any of its Indebtedness aggregating $25,000,000 or more (other than the 10.1 Indebtedness referred to in this Mortgage is false paragraph (a) above); or incorrect any event specified in any material respect note, agreement, indenture or other document evidencing or relating to any such Indebtedness or any event specified in any Interest Rate Protection Agreement shall occur if the effect of such event is to cause, or (with the giving of any notice or the Mortgagor fails lapse of time or both) to perform permit the holder or fulfill any covenantholders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause, condition such Indebtedness to become due, or undertaking continued to be prepaid in this Mortgagefull (whether by redemption, purchase, offer to purchase or otherwise), prior to its stated maturity or to have the interest rate thereon reset to a level so that securities evidencing such Indebtedness trade at a level specified in relation to the par value thereof or, in the case of an Interest Rate Protection Agreement, to permit the payments owing under such Interest Rate Protection Agreement to be liquidated; or (c) Any representation, warranty or certification made or deemed made herein or in any other Basic Document (or in any modification or supplement hereto or thereto) by any Obligor, or any certificate furnished to any Lender or the Administrative Agent pursuant to the provisions hereof or thereof, shall prove to have been false or misleading as of the time made, deemed made or furnished in any material respect, and (if such false or misleading representation is reasonably likely to be capable of being promptly made to be no longer false and misleading by actions of the Mortgaged Property Company) the same shall become subject continue unremedied for at least 30 days after any executive officer of the Company knows or has reason to believe that such representation, warranty or certification is false or misleading; or (i) to The Company shall default in the performance of any tax lienof its obligations under any of Sections 9.01(f), other than a lien for local real estate taxes and assessments not due and payable9.03(a), 9.05, 9.06, 9.07, 9.08, 9.09, 9.10, 9.11, 9.12 or 9.14 hereof; or (ii) any Obligor shall default in the performance of any of its obligations under Section 4.02 or 5.02 of the Security Agreement; or (iii) any Obligor shall default in the performance of any of its other obligations in this Agreement or any other Basic Document and such default (if remediable) shall continue unremedied for a period of 30 days after notice thereof to the Company by the Administrative Agent or any lis pendensLender (through the Administrative Agent); or (e) The Company or any of its Significant Subsidiaries shall admit in writing its inability to, notice or be generally unable to, pay its debts as such debts become due; or (f) The Company or any of pendencyits Significant Subsidiaries shall (i) apply for or consent to the appointment of, stop or the taking of possession by, a receiver, custodian, trustee, examiner or liquidator of itself or of all or a substantial part of its Property, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the Bankruptcy Code, (iv) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, liquidation, dissolution, arrangement or winding-up, or composition or readjustment of its debts, (v) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Bankruptcy Code or (vi) take any corporate action for the purpose of effecting any of the foregoing; or (g) A proceeding or case shall be commenced, without the application or consent of the Company or any of its Significant Subsidiaries, in any court of competent jurisdiction, seeking (i) its reorganization, liquidation, dissolution, arrangement or winding-up, or the composition or readjustment of its debts, (ii) the appointment of a receiver, custodian, trustee, examiner, liquidator or the like of the Company or such Significant Subsidiary or of all or any substantial part of its Property, or (iii) similar relief in respect of the Company or such Significant Subsidiary under any law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, and such proceeding or case shall continue undismissed, or an order, notice judgment or decree approving or ordering any of intention the foregoing (other than an order for relief in an involuntary case under the Bankruptcy Code) shall be entered and continue unstayed and in effect, for a period of 60 or more days; or an order for relief against the Company or such Significant Subsidiary shall be entered in an involuntary case under the Bankruptcy Code; or (h) A judgment or judgments for the payment of money in excess of $25,000,000 in the aggregate (exclusive of judgment amounts to file mechanic's the extent covered by insurance where the insurer has admitted liability in respect of such judgment) shall be rendered by one or materialman's lienmore courts, mechanic's or materialman's lien administrative tribunals or other lien bodies having jurisdiction against the Company or any of any nature whatsoever its Significant Subsidiaries and the same shall not either be discharged (or provision shall not be made for such discharge), or a stay of record execution thereof shall not be procured, within 45 days from the date of entry thereof and the Company or the relevant Significant Subsidiary shall not, within said period of 45 days, or such longer period during which execution of the same shall have been stayed, appeal therefrom and cause the execution thereof to be stayed during such appeal; or (i) An event or condition specified in Section 9.01(e) hereof shall occur or exist with respect to any Plan or Multiemployer Plan and, as a result of such event or condition, together with all other such events or conditions, the Company or any ERISA Affiliate shall incur a liability to a Plan, a Multiemployer Plan or PBGC (or any combination of the foregoing) which has a Material Adverse Effect; or (j) There shall have been asserted against the Company or any of its Significant Subsidiaries claims or liabilities, whether accrued, absolute or contingent, based on or arising from the generation, storage, transport, handling or disposal of Hazardous Materials by the Company or any of its Subsidiaries or Affiliates, or any predecessor in interest of the Company or any of its Subsidiaries or Affiliates, or relating to any site or facility owned, operated or leased by the Company or any of its Subsidiaries or Affiliates, which claims or liabilities (insofar as they are payable by the Company or any of its Significant Subsidiaries but after deducting any portion thereof which is reasonably expected to be paid by other Persons jointly and severally liable therefor), in the judgment of the Majority Lenders are reasonably likely to be determined adversely to the Company or any of its Significant Subsidiaries, and the amount thereof is, either individually or in the alternative insured over aggregate, reasonably likely to the satisfaction have a Material Adverse Effect; or (k) Any Change of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten Control shall occur; or (10l) days after the same is filed or recordedExcept for expiration in accordance with its terms, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with Security Documents shall be terminated or shall cease to be in full force and effect, for whatever reason; or at any time after the Loan Closing Date the Administrative Agent shall not have (for the benefit of the Lenders), as collateral security for the Secured Obligations referred to in the Security Agreement, a valid prior perfected first Lien on and security interest in the terms Properties intended to be covered by the Security Documents, in each case subject to no equal or prior Liens; or any of the Loan Agreement Guarantees set forth in Section 6 hereof shall control. Upon the occurrence of cease to be in full force and effect for any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rights.reason;

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events (collectively, "EVENTS OF DEFAULT"):shall constitute an Event of Default under this Agreement: (a) The Borrower shall fail to make, within ten (10) days after notice from Bank, any payment when due of principal or interest with respect to the Note, or any of them, on the due date thereof, whether at maturity, acceleration or otherwise; (b) If there shall occur an event of default under any other Indebtedness of the Borrower or the Guarantor to the Bank; (c) The Borrower or the Guarantor shall breach or fail to perform any other term, covenant, warranty or agreement herein or in any other Loan Document and such default shall continue for thirty (30) days after written notice thereof has been given to the Borrower or the Guarantor by the Bank; (d) Any representation or warranty of the Borrower or the Guarantor in any Loan Document or in any certificate delivered thereunder shall prove to have been untrue in any material respect at the time it was made; (e) The Borrower or the Guarantor shall default in, fail to pay at maturity, or otherwise default in respect of, any indebtedness for borrowed money from the Bank in any amount (except indebtedness under this Agreement), or from any other Person, or fail to observe or perform any material term, covenant or agreement contained in any other agreement (except this Agreement) by which it is bound evidencing or securing borrowed monies or advances from the Bank in any amount or from any other Person, and shall not cure such failure within any applicable period of grace, as would permit, or would have permitted, the holder or holders thereof or of any obligations issued thereunder to accelerate the maturity thereof; (f) The Borrower or the Guarantor shall (i) voluntarily commence any proceeding or file any petition seeking relief under Title 11 of the United States Code or any other federal, state or foreign bankruptcy, insolvency or similar law, (ii) consent to the institution of, or fail to controvert in a timely and appropriate manner, any such proceeding or the filing of any such petition, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator or similar official for it or for a substantial part of its property, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors, (vi) become unable, admit in writing its inability or fail generally to pay its debts as they become due, or (vii) take action for the purpose of effecting any of the foregoing; (g) An involuntary proceeding shall be commenced or an involuntary petition shall be filed in a court of competent jurisdiction seeking (i) relief in respect of the Borrower or the Guarantor or of a substantial part of its property, under Title 11 of the United States Code or any other federal, state or foreign bankruptcy, insolvency or similar law, (ii) the appointment of a receiver, trustee, custodian, sequestrator or similar official for the Borrower or the Guarantor or for a substantial part of its property or (iii) the winding-up or liquidation of the Borrower or the Guarantor and such proceeding or petition shall continue undismissed for sixty (60) days or an order or decree approving or ordering any of the foregoing shall continue unstayed and in effect for thirty (30) days; (h) The occurrence of any Prohibited Transaction involving any Plan, a Reportable Event or other event or circumstance which is not promptly cured and which might constitute grounds for termination of any Plan by the PBGC or grounds for the appointment by the appropriate United States District Court of a trustee to administer any such Plan, the filing of a notice of intent to terminate any Plan or the termination of any Plan, or the complete or partial withdrawal from a Multiemployer Plan or the reorganization, insolvency or termination of any Multiemployer Plan; and in each case above, such event or {W:\transact\6130\990\00909336.BKB Ver:2.3} condition, together with all other events or conditions, if any, could in the opinion of the Bank subject the Borrower or the Guarantor to any tax, penalty or other liability to a Plan, a Multiemployer Plan, the PBGC or otherwise which would, in the reasonable opinion of the Bank, have a material adverse effect on the Borrower's or the Guarantor's ability to perform its obligations under the Loan Documents; (i) The filing of an indictment or information, or (ii) the commencement of any proceeding, or (iii) the entry of any conviction, judgment or order, under RICO or CCE or any similar law, which in any instance results in or may result in a forfeiture of a material portion of any of the assets of the Borrower or the Guarantor; (j) One or more judgments, decrees, or orders for the payment of money in excess of One Hundred Thousand Dollars ($100,000.00) in the aggregate shall be rendered against the Borrower or the Guarantor and such judgments, decrees, or orders shall continue unsatisfied and in effect for a period of thirty (30) days after entry thereof without being vacated, discharged, satisfied, stayed or bonded pending appeal; (k) If the Borrower assigns this Agreement or any interest herein; (l) If within thirty (30) days after written request by the Bank, the Borrower fails to furnish the Bank or the Guarantor with financial statements, such as balance sheets and profit and loss statements, and such other statements as the Bank may require to determine the financial condition of the Borrower or the Guarantor in form and substance satisfactory to the Bank; (m) If any condition precedent contained herein to making the first or any subsequent advance under the Loan, which is made by the Bank, is not satisfied within thirty (30) days after such advance is requested by the Borrower, unless such condition is expressly waived in writing by the Bank; or (n) Any occurrence of an event of default by the Borrower under the Mony Agreement. An Event of Default under the Loan Agreement; (b) if any representation or warranty in this Mortgage is false or incorrect in any material respect or the Mortgagor fails to perform or fulfill any covenant, condition or undertaking continued in this Mortgage; or (c) if the Mortgaged Property shall become subject (i) constitute an event of default as to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, loans or (ii) to any lis pendens, notice advances of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever and credit made by the same shall not either be discharged of record or in the alternative insured over Bank to the satisfaction Borrower or for the benefit of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten (10) days after the same is filed Borrower, whether now or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan Agreement, the terms of the Loan Agreement shall control. Upon the occurrence of any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rightshereafter existing.

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events (collectively, "EVENTS OF DEFAULT"):shall constitute an Event of Default under this Agreement: (a) The Borrower shall fail to make, within ten (10) days after notice from Bank, any payment when due of principal or interest with respect to the Note, or any of them, on the due date thereof, whether at maturity, acceleration or otherwise; (b) If there shall occur an event of default under any other Indebtedness of the Borrower or the Guarantor to the Bank; (c) The Borrower or the Guarantor shall breach or fail to perform any other term, covenant, warranty or agreement herein or in any other Loan Document and such default shall continue for thirty (30) days after written notice thereof has been given to the Borrower or the Guarantor by the Bank; (d) Any representation or warranty of the Borrower or the Guarantor in any Loan Document or in any certificate delivered thereunder shall prove to have been untrue in any material respect at the time it was made; (e) The Borrower or the Guarantor shall default in, fail to pay at maturity, or otherwise default in respect of, any indebtedness for borrowed money from the Bank in any amount (except indebtedness under this Agreement), or from any other Person, or fail to observe or perform any material term, covenant or agreement contained in any other agreement (except this Agreement) by which it is bound evidencing or securing borrowed monies or advances from the Bank in any amount or from any other Person, and shall not cure such failure within any applicable period of grace, as would permit, or would have permitted, the holder or holders thereof or of any obligations issued thereunder to accelerate the maturity thereof; (f) The Borrower or the Guarantor shall (i) voluntarily commence any proceeding or file any petition seeking relief under Title 11 of the United States Code or any other federal, state or foreign bankruptcy, insolvency or similar law, (ii) consent to the institution of, or fail to controvert in a timely and appropriate manner, any such proceeding or the filing of any such petition, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator or similar official for it or for a substantial part of its property, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors, (vi) become unable, admit in writing its inability or fail generally to pay its debts as they become due, or (vii) take action for the purpose of effecting any of the foregoing; (g) An involuntary proceeding shall be commenced or an involuntary petition shall be filed in a court of competent jurisdiction seeking (i) relief in respect of the Borrower or the Guarantor or of a substantial part of its property, under Title 11 of the United States Code or any other federal, state or foreign bankruptcy, insolvency or similar law, (ii) the appointment of a receiver, trustee, custodian, sequestrator or similar official for the Borrower or the Guarantor or for a substantial part of its property or (iii) the winding-up or liquidation of the Borrower or the Guarantor and such proceeding or petition shall continue undismissed for sixty (60) days or an order or decree approving or ordering any of the foregoing shall continue unstayed and in effect for thirty (30) days; (h) The occurrence of any Prohibited Transaction involving any Plan, a Reportable Event or other event or circumstance which is not promptly cured and which might constitute grounds for termination of any Plan by the PBGC or grounds for the appointment by the appropriate United States District Court of a trustee to administer any such Plan, the filing of a notice of intent to terminate any Plan or the termination of any Plan, or the complete or partial withdrawal from a Multiemployer Plan or the reorganization, insolvency or termination of any Multiemployer Plan; and in each case above, such event or condition, together with all other events or conditions, if any, could in the opinion of the Bank subject the Borrower or the Guarantor to any tax, penalty or other liability to a Plan, a Multiemployer Plan, the PBGC or otherwise which would, in the reasonable opinion of the Bank, have a material adverse effect on the Borrower's or the Guarantor's ability to perform its obligations under the Loan Documents; (i) The filing of an indictment or information, or (ii) the commencement of any proceeding, or (iii) the entry of any conviction, judgment or order, under RICO or CCE or any similar law, which in any instance results in or may result in a forfeiture of a material portion of any of the assets of the Borrower or the Guarantor; (j) One or more judgments, decrees, or orders for the payment of money in excess of One Hundred Thousand Dollars ($100,000.00) in the aggregate shall be rendered against the Borrower or the Guarantor and such judgments, decrees, or orders shall continue unsatisfied and in effect for a period of thirty (30) days after entry thereof without being vacated, discharged, satisfied, stayed or bonded pending appeal; (k) If the Borrower assigns this Agreement or any interest herein; (l) If within thirty (30) days after written request by the Bank, the Borrower fails to furnish the Bank or the Guarantor with financial statements, such as balance sheets and profit and loss statements, and such other statements as the Bank may require to determine the financial condition of the Borrower or the Guarantor in form and substance satisfactory to the Bank; (m) If any condition precedent contained herein to making the first or any subsequent advance under the Loan, which is made by the Bank, is not satisfied within thirty (30) days after such advance is requested by the Borrower, unless such condition is expressly waived in writing by the Bank; or An Event of Default under the Loan Agreement; (b) if any representation or warranty in this Mortgage is false or incorrect in any material respect or the Mortgagor fails to perform or fulfill any covenant, condition or undertaking continued in this Mortgage; or (c) if the Mortgaged Property shall become subject (i) constitute an event of default as to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, loans or (ii) to any lis pendens, notice advances of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever and credit made by the same shall not either be discharged of record or in the alternative insured over Bank to the satisfaction Borrower or for the benefit of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten (10) days after the same is filed Borrower, whether now or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan Agreement, the terms of the Loan Agreement shall control. Upon the occurrence of any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rightshereafter existing.

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any Any one or more of the following events (collectively, "EVENTS OF DEFAULT"):occurrences shall constitute (a) the occurrence of an Event of Default under the Loan AgreementDART shall fail to pay when due any amount owed with respect to any Senior Lien Obligation or Senior Subordinate Lien Obligation; (b) if any representation provision of this Agreement or warranty any of the Commercial Paper Documents that relate to DART’s ability or obligation to make payments to the Lenders or the Administrative Agent hereunder, to make payments on the Loan Notes, or to raise funds to meet such payment obligations, the pledge, perfection or priority of the lien on Pledged Revenues, or any other material provision of this Agreement, the Notes, the Loan Notes, the Master Debt Resolution or the First Supplemental Resolution shall at any time and for any reason cease to be valid and binding on DART as a result of federal or state legislative or administrative action, or shall be declared, in a final, nonappealable judgment by any court of competent jurisdiction over DART, to be null and void, invalid, or unenforceable; (c) an Event of Insolvency shall occur with respect to DART; (d) any Senior Lien Obligations or Senior Subordinate Lien Obligations are not assigned a long-term rating by Fitch, ▇▇▇▇▇’▇ and S&P of BBB-, Baa3 and BBB-, respectively, or higher; (e) a formal claim, contention, or filing is made by DART in any official forum or proceeding, judicial or otherwise, claiming or seeking an adjudication, that this Agreement, the Loan Notes, the Notes, the Master Debt Resolution or the First Supplemental Resolution are not binding on, or are not valid and enforceable against, DART, or otherwise repudiating the obligations of DART under any of the foregoing documents; (f) any occurrence that constitutes an “event of default” under Section 7.1 of the Master Debt Resolution or under any Credit Agreement secured by a lien on Pledged Revenues which is on parity with or senior to the lien thereon securing the Senior Subordinate Lien Obligations; (g) the occurrence of any event, action or non-action under any resolution, or instrument authorizing or relating to Outstanding Obligations, to the Commercial Paper Documents or to Credit Agreement Obligations that are separate from the Loan Notes, that would subsequently entitle any Person, or a trustee on behalf of such Person, to give notice of a default under Section 7.1(iii) of the Master Debt Resolution; (h) DART shall fail to pay any Commitment Fee or any other amount payable hereunder, other than the principal of and interest on Loan Notes and such failure shall continue for a period of five Business Days from the date of notice of such failure is given by the Administrative Agent under Section 2.08(a); (i) the occurrence of any event under any resolution, or instrument authorizing or relating to Outstanding Obligations, to the Commercial Paper Documents, or to Credit Agreement Obligations that are separate from the Loan Notes, that would entitle any Person, or a trustee on behalf of such Person, to pursue any legal remedies apart from the remedies available under the Master Debt Resolution against DART; (j) any representation, warranty, certification, or statement made by DART in this Mortgage is false Agreement, or by an Authorized Officer in any certificate, financial statement, or other document delivered pursuant to this Agreement shall prove to have been incorrect in any material respect or when made; (k) the Mortgagor fails to perform or fulfill breach by DART of any covenant, agreement, or condition or undertaking continued in this Mortgage; or (c) if the Mortgaged Property shall become subject (i) to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, or (ii) to any lis pendens, notice of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever and the same shall not either be discharged of record or in the alternative insured over to the satisfaction of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten (10) days after the same is filed or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan Agreement, the terms of the Loan Agreement shall control. Upon the occurrence of any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rights.Sections 1.03(b)(i), 5.06, 5.07, 5.10, 5.13(b), 5.13(c) and 5.13(d) or

Events of Defaults. The Debt shall become due at the option of the Mortgagee upon the occurrence of any one or more of the following events (collectively, "EVENTS OF DEFAULT"): (a) the occurrence of an Event of Default under the Loan Purchase Agreement; (b) if any representation or warranty in this Mortgage is false or incorrect in any material respect or the Mortgagor fails to perform or fulfill any covenant, condition or undertaking continued in this Mortgage; or (c) if the Mortgaged Property shall become subject (i) to any tax lien, other than a lien for local real estate taxes and assessments not due and payable, or (ii) to any lis pendens, notice of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien of any nature whatsoever and the same shall not either be discharged of record or in the alternative insured over to the satisfaction of the Mortgagee by the title company insuring the lien of this Mortgage within a period of ten (10) days after the same is filed or recorded, and irrespective of whether the same is superior or subordinate in lien or other priority to the lien of this Mortgage and irrespective of whether the same constitutes a perfected or inchoate lien or encumbered on the Mortgaged Property or is only a matter of record or notice. To the extent any of the above provisions conflict with the Loan Purchase Agreement, the terms of the Loan Purchase Agreement shall control. Upon the occurrence of any Event of Default, the Mortgagee may commence an action to foreclose this Mortgage and/or exercise any and all other rights contained in this Mortgage or otherwise available at law or in equity to enforce its rights.