Common use of MATURITY EVENT Clause in Contracts

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance and all accrued interest shall become immediately due and payable without further demand or notice to Borrower. To the extent permitted by law, any of the following events shall be a “Maturity Event” under this Note and the Stock Pledge Agreement: (a) Borrower shall fail to pay any amount of the Principal on this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. (b) There shall occur a breach or default in the performance of any obligation of Borrower contained in this Note, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”), or any other agreement now or hereafter entered into by Borrower, on the one hand, and the Lender, on the other hand, relating to the loan evidenced by this Note. (c) Borrower shall sell, convey, encumber, grant any lien upon, or otherwise alienate the Shares or the Property, or any part thereof, or any interest therein, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtained. (d) Borrower (i) admits in writing his inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects a plan or other arrangement with creditors, liquidates his assets under arrangement with creditors, or liquidates his assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 herein. (f) Any representation or warranty of Borrower contained herein or in any certificate or agreement entered into between Borrower for the benefit of Lender in connection herewith shall prove to be false or misleading in any material respect. (g) Any lien or other encumbrance is imposed against the Shares; provided, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) days. (h) One (1) year following the death of the Borrower. (i) The occurrence of any event which causes the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Law, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state law.

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance principal balance, together with all accrued but unpaid interest thereon, and all accrued interest other sums due hereunder, shall become immediately due and payable without further demand or notice to BorrowerBorrowers. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementSecond Deed of Trust: (a) Borrower Borrowers shall fail to pay any amount of the Principal principal or interest on this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. (b) There shall occur any breach or default in the performance of any obligation of Borrowers or Employee contained in the promissory note payable by the Borrowers, as payors, to Bank of America, N.A., A D/B/A Of Nationsbank, N.A., as payee, in the original principal amount of Three Hundred Seventy Three Thousand Dollars ($373,000), executed in or about July, 1999, (the "Bank of America Note"), the deed of trust and or security and loan documents executed by Borrower in connection with the Bank of America Note (herein co▇▇▇▇▇▇▇▇ly with the Bank of America Note (the "First Loan Documents"); provided that such breach or default will not be deemed a Maturity Event if it is cured to the satisfaction of the holder of the note and the trustee of the deed of trust within any cure period expressly provided for in said First Loan Documents. (c) There shall occur a breach or default in the performance of any obligation of Borrower Borrowers or Employee contained in this Notethe Second Deed of Trust, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)as defined hereinbelow, or any other agreement deed of trust or other security instrument now or hereafter entered into encumbering the Property which may hereafter be executed by Borrower, on Borrowers for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (cd) Borrower shall Borrowers, without the prior written consent of Lender, voluntarily or by operation of law, sell, convey, encumber, grant any lien upon, assign or otherwise alienate the Shares transfer or the Propertyagree to sell, convey or otherwise transfer, all or any part thereofportion of, or any interest thereinin, the Property, provided, however, nothing herein or in the Second Deed of Trust or in the Loan Agreement shall make or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent deemed to make Borrower's further encumbrance of the Property a Maturity Event or give Lender being first had and obtainedthe right to accelerate the debt secured by the Second Deed of Trust as a consequence of such further encumbrance. (de) Borrower Borrowers (i) admits admit in writing his their inability to pay debts, (ii) makes make an assignment for the benefit of creditors, (iii) files file a voluntary petition in bankruptcy, effects effect a plan or other arrangement with creditors, liquidates his liquidate their assets under arrangement with creditors, or liquidates his liquidate their assets under court supervision, (iv) has have an involuntary petition in bankruptcy filed against him them that is not discharged within sixty (60) days after such petition is filed, or (v) applies apply for or permits permit the appointment of a receiver or trustee or custodian for any of Borrower’s their property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (ef) The Principal and accrued interest shall have become due and payableAugust 31, upon the happening of certain events, on such dates as are set forth in Section 2.2 herein2001. (fg) The termination of Employee's employment with Lender for any reason, (other than the Employee's death). (h) Any representation or warranty of Borrower Employee or Borrowers contained herein or herein, in any certificate or agreement entered into between Borrower for the benefit of Borrowers and Lender in connection herewith herewith, or in any First Loan Document shall prove to be false or misleading in any material respect. (gi) Any lien or other encumbrance The Second Deed of Trust (as defined herein) is imposed not recorded against the Shares; provided, however, that in Property at the event that closing of the purchase by Borrower of the Property or at any time ceases to be a valid lien or encumbrance is imposed against on the Shares without property subject only to the consent deed of Borrower, a Maturity Event shall not occur until trust securing the lien or other monetary encumbrance is imposed against the Shares for a period Bank of at least thirty (30) daysAmerica Note. (hj) One (1) year following the death of the BorrowerEmployee. (ik) Borrowers default in their obligation to pay any indebtedness or to perform any other obligation which is secured by a deed of trust or other lien on the Property or default under any deed of trust securing such indebtedness. (l) The occurrence amount of indebtedness secured by any event which causes interest in the Loan and transactions contemplated under Property superior in right to the Loan Documents to be prohibited under Applicable Law, including any prohibition Second Deed of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state lawTrust exceeds Three Hundred Seventy Three Thousand Dollars ($373,000).

MATURITY EVENT. Upon The outstanding balance of the occurrence Note secured by the -------------- Deed of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance and all accrued interest Trust shall become immediately be due and payable without further demand or notice payable, to Borrower. To the extent permitted by law, upon the Maturity Event which is defined in this Agreement and will be identified in the Note and Deed of Trust as the earlier of any of the following events shall be a “Maturity Event” under this Note and the Stock Pledge Agreement: events: (a) Borrower shall fail to pay the termination or cessation of Employee's employment with the Company for any amount of the Principal on this Note reason, whether voluntary or involuntary, and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. whether with cause or without cause, (b) There shall occur a breach or any default in the performance of any obligation of Borrower Employee contained in this Notethe Deed of Trust, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)First Deed of Trust, or any other deed of trust, security agreement now or other agreement (including any amendment, modification or extension thereof) which may hereafter entered into be executed by Borrower, on Employee for the one hand, and purpose of securing the Lender, on the other hand, relating to the loan evidenced by this Note. ; (c) Borrower shall sellEmployee voluntarily or by operation of law sells, conveyconveys, encumber, grant any lien uponassigns, or otherwise alienate the Shares transfers or the Propertyagrees to sell, convey or otherwise transfer, all or any part thereofportion of, or any interest thereinin, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, the Washington Property without the prior written consent of the Lender being first had and obtained. Company; (d) Borrower Employee (i) admits in writing his inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects a plan or other arrangement with creditors, liquidates his assets under an arrangement with creditors, or liquidates his assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s his property or assets which shall who is not have been discharged within sixty (60) days after the date of appointment. ; (e) The Principal and accrued interest shall have become due and payablethe passing of sixty (60) days after the date of this Agreement, upon or if later, the happening date of certain events, on such dates as are set forth in Section 2.2 herein. the Note; (f) Any Employee breaches any representation or warranty contained herein, in the Note or the Deed of Borrower contained herein Trust, or in any certificate agreement or agreement entered into between Borrower for the benefit of Lender instrument executed in connection herewith shall prove with this Loan proves to be have been false or misleading in any material respect. ; (g) Any lien or other encumbrance the Deed of Trust (as defined herein) encumbering the Washington Property is imposed against not duly executed, validly acknowledged, and delivered by Employee concurrently with the SharesNote; provided, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) days. (h) One (1) year following the death of the Borrower. Employee; or (i) The occurrence of Employee conveys to any event which causes person or entity title to the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Law, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state lawWashington Property.

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance principal amount of the Loan and all accrued interest any other sums due hereunder, shall become immediately due and payable without further demand or notice to Borrower. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementDeed of Trust: (a) Borrower shall fail to pay any amount The passing of four (4) years after the Principal on date of this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquencynote. (b) The date of termination or cessation of Employee's employment with Lender. (c) There shall occur a breach or any default in the performance of any obligation of Borrower contained in this Note, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)Deed of Trust, or any other deed of trust, security agreement now or other agreement (including any amendment, modification or extension thereof) which may hereafter entered into be executed by Borrower, on Borrower for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (cd) Borrower shall Borrower, without the prior written consent of Lender, voluntarily or by operation of law, sells, conveys, assigns or otherwise transfers or agrees to sell, convey, encumber, grant any lien upon, convey or otherwise alienate the Shares or the Propertytransfer, all or any part thereofportion of, or any interest thereinin, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtainedProperty. (de) Borrower (i) admits in writing his inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects a plan or other arrangement with creditors, liquidates his assets under arrangement with creditors, or liquidates his assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s his property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 herein. (f) Any Borrower breaches any representation or warranty of Borrower contained herein or in the Deed of Trust, or any certificate agreement or agreement entered into between Borrower for the benefit of Lender instrument executed in connection herewith shall prove with this loan proves to be have been false or misleading in any material respectmisleading. (g) Any lien or other encumbrance The Deed of Trust (as defined herein) is imposed against not duly executed and validly acknowledged and delivered by Borrower to Lender concurrently with the Shares; provided, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent execution of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) daysthis Note. (h) One (1) year following the The death of the BorrowerEmployee. (i) The occurrence of any event which causes the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Law, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state law.

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance principal balance, together with all accrued but unpaid interest thereon, and all accrued interest other sums due hereunder, shall become immediately due and payable without further demand or notice to BorrowerBorrowers. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementDeed of Trust: (a) Borrower Borrowers shall fail to pay any amount of the Principal principal or interest on this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. (b) There shall occur any breach or default in the performance of any obligation of Borrowers or Employee contained in the promissory note payable by the Borrowers, as payors, to Bank of America, as payee, in the original principal amount of Seven Hundred Fifty Thousand Dollars ($750,000), executed concurrently herewith (the "BofA Note"), the deed of trust, security agreements and/or loan documents executed by Borrower in connection with the BofA Note (herein collectively with the BofA Note the "First Loan Documents"); provided that such breach or default will not be deemed a Maturity Event if it is cured to the satisfaction of the holder of the note and the trustee of the deed of trust within any cure period expressly provided for in said First Loan Documents. (c) There shall occur a breach or default in the performance of any obligation of Borrower Borrowers or Employee contained in this Note, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectivelythe "Loan Agreement") of even date between Borrowers and Lender, the “Loan Documents”)Second Deed of Trust, as defined hereinbelow, or any other agreement deed of trust or other security instrument now or hereafter entered into encumbering the Property which may hereafter be executed by Borrower, on Borrowers for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (cd) Borrower shall Borrowers, without the prior written consent of Lender, voluntarily or by operation of law, sell, convey, encumberassign, grant any lien upon, further encumber or otherwise alienate the Shares transfer or the Propertyagree to sell, convey or otherwise transfer, all or any part thereofportion of, or any interest thereinin, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtainedProperty. (de) Borrower Borrowers (i) admits admit in writing his their inability to pay debts, (ii) makes make an assignment for the benefit of creditors, (iii) files file a voluntary petition in bankruptcy, effects effect a plan or other arrangement with creditors, liquidates his liquidate their assets under arrangement with creditors, or liquidates his liquidate their assets under court supervision, (iv) has have an involuntary petition in bankruptcy filed against him them that is not discharged within sixty (60) days after such petition is filed, or (v) applies apply for or permits permit the appointment of a receiver or trustee or custodian for any of Borrower’s their property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (ef) The Principal and accrued interest shall have become due and payable, upon occurrence of the happening fourth (4th) anniversary of certain events, on such dates as are set forth in Section 2.2 hereinthe date of this Note. (fg) The occurrence of the ninetieth (90th) day following the termination by Employee of his employment with Lender for any reason (other than Lender's termination of such employment, with or without cause. (h) Any representation or warranty of Borrower Employee or Borrowers contained herein or herein, in any certificate or agreement entered into between Borrower for the benefit of Borrowers and Lender in connection herewith herewith, or in any First Loan Document shall prove to be false or misleading in any material respect. (gi) Any lien or other encumbrance The Second Deed of Trust (as defined herein) is imposed not recorded against the Shares; provided, however, that in Property at the event that closing of the purchase by Borrower of the Property or at any time ceases to be a valid lien or encumbrance is imposed against on the Shares without Property subject only to the consent deed of Borrower, a Maturity Event shall not occur until trust securing the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) daysBofA Note. (hj) One (1) year following the death of the BorrowerEmployee. (ik) Borrowers default in their obligation to pay any indebtedness or to perform any other obligation which is secured by a deed of trust or other lien on the Property or default under any deed of trust securing such indebtedness. (l) The occurrence amount of indebtedness secured by any event which causes interest in the Loan and transactions contemplated under Property superior in right to the Loan Documents to be prohibited under Applicable Law, including any prohibition Second Deed of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state lawTrust exceeds Seven Hundred Fifty Thousand Dollars ($750,000).

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance and principal amount of the Note, all accrued but unpaid interest and any other sums due hereunder, shall become immediately due and payable without further demand or notice to BorrowerBorrowers. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge Loan and Security Agreement: (a) Borrower shall fail 180 days after the date of termination or cessation of Employee's employment with the Company for any reason, whether voluntary or involuntary, and whether with cause or without cause; provided, however, that if Employee's employment is terminated prior to pay any amount of December 31, 2001, the Principal on this Note unpaid principal and all accrued interest when thereon shall be due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquencypayable on June 30, 2002. (b) There shall occur a breach or any default in the performance of any obligation of Borrower Borrowers contained in this Note, the Stock Pledge Loan Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”), or any other deed of trust, security agreement now or other agreement (including any amendment, modification or extension thereof) which may hereafter entered into be executed by Borrower, on Borrowers for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (c) Borrower shall Borrowers, without the prior written consent of the Company, voluntarily or by operation of law, sell, convey, encumber, grant any lien upon, assign or otherwise alienate the Shares transfer or the Propertyagree to sell, convey or otherwise transfer, all or any part thereofportion of, or any interest thereinin the Collateral, except as expressly provided for herein or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtainedLoan Agreement. (d) Borrower Borrowers (i) admits admit in writing his their inability to pay debts, (ii) makes make an assignment for the benefit of creditors, (iii) files file a voluntary petition in bankruptcy, effects effect a plan or other arrangement with creditors, liquidates his liquidate their assets under arrangement with creditors, or liquidates his liquidate their assets under court supervision, (iv) has have an involuntary petition in bankruptcy filed against him them that is not discharged within sixty (60) days after such petition is filed, or (v) applies apply for or permits permit the appointment of a receiver or trustee or custodian for any of Borrower’s their property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall Borrowers breach any representation or warranty contained herein or in the Loan Agreement, or any agreement or instrument executed in connection with this loan proves to have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 hereinbeen false or misleading. (f) Any representation or warranty of Borrower contained herein or in any certificate or agreement entered into between Borrower for the benefit of Lender in connection herewith shall prove to be false or misleading in any material respectOne hundred eighty (180) days after Employee's death. (g) Any lien or other encumbrance is imposed against the Shares; providedJuly 11, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) days2004. (h) One (1) year following the death of the Borrower. (i) The occurrence of any event which causes Borrowers fail to execute, acknowledge and deliver the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Law, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state lawSecurity Agreement concurrently with this Note.

MATURITY EVENT. Upon The outstanding balance of the occurrence Note secured by the Deed of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance and all accrued interest Trust shall become immediately be due and payable without further demand or notice payable, to Borrower. To the extent permitted by law, upon the Maturity Event which is defined in this Agreement and will be identified in the Note and Deed of Trust as the earlier of any of the following events shall be a “Maturity Event” under this Note and the Stock Pledge Agreement: events: (a) Borrower shall fail to pay any amount four (4) years after the date of the Principal on this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. note, (b) There shall occur a breach or the termination of Employee's employment with Lender, (c) any default in the performance of any obligation of Borrower Employee contained in this Note, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)Deed of Trust, or any other deed of trust, security agreement now or other agreement (including any amendment, modification or extension thereof) which may hereafter entered into be executed by BorrowerEmployee for the purpose of securing the Note; (d) Employee voluntarily or by operation of law sells, on the one handconveys, and the Lender, on the other hand, relating to the loan evidenced by this Note. (c) Borrower shall sell, convey, encumber, grant any lien uponassigns, or otherwise alienate the Shares transfers or the Propertyagrees to sell, convey or otherwise transfer, all or any part thereofportion of, or any interest thereinin, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, the Property without the prior written consent of the Lender being first had and obtained. Company, (de) Borrower Employee (i) admits in writing his inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects a plan or other arrangement with creditors, liquidates his assets under an arrangement with creditors, or liquidates his assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s his property or assets which shall who is not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 herein. ; (f) Any Employee breaches any representation or warranty contained herein, in the Note or the Deed of Borrower contained herein Trust, or in any certificate agreement or agreement entered into between Borrower for the benefit of Lender instrument executed in connection herewith shall prove with this Loan proves to be have been false or misleading in any material respect. ; (g) Any lien the Deed of Trust (as defined herein) encumbering the Property is not duly executed, validly acknowledged, and delivered by Employee and Employee's Spouse concurrently with the execution of this Agreement; or other encumbrance is imposed against the Shares; provided, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) days. (h) One (1) year following the death of the BorrowerEmployee. (i) The occurrence of any event which causes the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Law, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state law.

MATURITY EVENT. Upon the occurrence of a Maturity Event (as hereinafter defined), the entire unpaid Principal balance principal balance, together with all accrued but unpaid interest thereon, and all accrued interest other sums due hereunder, shall become immediately due and payable without further demand or notice to BorrowerBorrowers. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementDeed of Trust: (a) Borrower A. Borrowers shall fail to pay any amount of the Principal principal or interest on this Note and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquency. (b) B. There shall occur a breach or default in the performance of any obligation of Borrower Borrowers contained in this Note, the Stock Pledge AgreementDeed of Trust, the Employee Loan Agreement executed concurrently herewith (collectively, the “"Loan Documents”"), or any other agreement now or hereafter entered into by Borrowereither of the Borrowers, on the one hand, and the LenderCompany, on the other hand, relating with respect to the loan evidenced by this NoteProperty. C. There shall occur a breach or default in the performance of any obligation of Borrowers in any other deed of trust or other security instrument (cwhether superior or subordinate in rights to the Deed of Trust) Borrower now or hereafter encumbering the Property. D. Borrowers shall sell, convey, encumber, grant any lien upon, or otherwise alienate the Shares or the Property, or any part thereof, or any interest therein, or shall be divested of his their title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtained. (d) Borrower E. Borrowers (i) admits admit in writing his their inability to pay debts, (ii) makes make an assignment for the benefit of creditors, (iii) files file a voluntary petition in bankruptcy, effects effect a plan or other arrangement with creditors, liquidates his liquidate their assets under arrangement with creditors, or liquidates his liquidate their assets under court supervision, (iv) has have an involuntary petition in bankruptcy filed against him them that is not discharged within sixty (60) days after such petition is filed, or (v) applies apply for or permits permit the appointment of a receiver or trustee or custodian for any of Borrower’s their property or assets which shall not have been discharged within sixty (60) days after the date of appointment. F. The occurrence of the fourth (e4th) The Principal and accrued interest shall have become due and payable, upon anniversary of the happening date of certain events, on such dates as are set forth in Section 2.2 hereinthis Note. G. The occurrence of the ninetieth (f90th) day following the termination by Employee of his employment with Lender for any reason (other than Lender's termination of such employment, with or without cause, or death). H. Any representation or warranty of Borrower Borrowers contained herein or in any certificate or agreement entered into between Borrower Borrowers for the benefit of Lender in connection herewith shall prove to be false or misleading in any material respect. (g) I. The Deed of Trust is not recorded against the Property at the closing of the purchase by Borrowers of the Property or at any time ceases to be a valid first priority lien on the Property. J. Any lien or other monetary encumbrance is imposed against the SharesProperty; provided, however, that in the event that a lien or monetary encumbrance is imposed against the Shares Property without the consent of Borrowerany Borrowers, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares Property for a period of at least thirty (30) days. (h) K. One (1) year following the death of the BorrowerEmployee. (i) The occurrence L. Borrowers default in their obligation to pay any sum or to perform any obligation, which is secured by a deed of any event which causes the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Lawtrust, including any prohibition of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 mortgage, lien, or other prohibition relating to loans to officers encumbrance on the Property (other than the Deed of public companies under federal or state lawTrust).

MATURITY EVENT. Upon the occurrence of a Maturity Event (as -------------- hereinafter defined), the entire unpaid Principal balance and principal amount of the Note, all accrued but unpaid interest and any other sums due hereunder, shall become immediately due and payable without further demand or notice to Borrower. To the extent permitted by law, any All of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementAncillary Agreements: (a) Borrower shall fail to pay 180 days after the date of termination or cessation of Borrower's employment with the Company for any amount of the Principal on this Note reason, whether voluntary or involuntary, and all accrued interest when due and shall fail to cure such non-payment within ten (10) days following written notice of such delinquencywhether with cause or without cause. (b) There shall occur a breach or any default in the performance of any obligation of Borrower contained in this Note, the Stock Pledge Agreement, the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)Ancillary Agreements, or any other deed of trust or other agreement now (including any amendment, modification or extension thereof), which may hereafter entered into be executed by Borrower, on Borrower for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (c) Borrower shall Borrower, without the prior written consent of the Company, voluntarily or by operation of law, sells, conveys, assigns or otherwise transfers or agrees to sell, conveyconvey or otherwise transfer, encumber, grant all or any lien uponportion of, or otherwise alienate any interest in the Shares Collateral or the Property, except as expressly provided for herein or any part thereof, or any interest therein, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtainedAncillary Agreements. (d) Borrower (i) admits in writing his inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects effect a plan or other arrangement with creditors, liquidates his assets under arrangement with creditors, or liquidates his assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s his property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall Borrower breaches any representation or warranty contained herein or in the Ancillary Agreements, or any agreement or instrument executed in connection with this loan proves to have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 hereinbeen false or misleading. (f) Any representation or warranty of Borrower contained herein or in any certificate or agreement entered into between Borrower for the benefit of Lender in connection herewith shall prove to be false or misleading in any material respectOne hundred eighty (180) days after Borrower's death. (g) Any lien or other encumbrance is imposed against April 8, 2004 (unless Borrower has exercised the Shares; providedoption to extend the repayment date of the Loan (and the Company has approved such extension), howeverpursuant to Section 6 of the Loan Agreement, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, which case such new date shall constitute a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) daysEvent). (h) One Borrower or [omitted] Associates LLC fail to execute, acknowledge and deliver the Ancillary Agreements concurrently with this Note; or the Company shall not, for any reason, have a perfected, first priority security interest in the Collateral and a security interest in the property located at [omitted] (1the "Property") year following second only to the death of interest in the BorrowerProperty held by MLCC (the "Senior Security Interest"). (i) The occurrence Borrower uses any of any event which causes the funds constituting the Loan for any purpose other than satisfying the MLCC Obligation. (j) [omitted] Associates LLC defaults on its promissory note or deed of trust, each dated June 21, 2001, granted for the benefit of MLCC and transactions contemplated under establishing the Loan Documents to be prohibited under Applicable Law, including any prohibition of Senior Security Interest in the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 or other prohibition relating to loans to officers of public companies under federal or state lawProperty.

MATURITY EVENT. Upon the occurrence of a Maturity Event (as -------------- hereinafter defined), the entire unpaid Principal balance principal amount of the Loan and all accrued interest any other sums due hereunder, shall become immediately due and payable without further demand or notice to Borrower. To the extent permitted by law, any of the following events shall be a “"Maturity Event” " under this Note and the Stock Pledge AgreementDeed of Trust: (a) Borrower shall fail to pay any amount of the Principal on this Note and all accrued interest when due and shall fail to cure such non-payment within ten Ninety (1090) days following written notice after the date of such delinquencytermination or cessation of Borrower's employment with the Company for any reason, whether voluntary or involuntary, and whether with cause or without cause. (b) There shall occur a breach or any default in the performance of any obligation of Borrower contained in this Notethe Deed of Trust, the Stock Pledge AgreementFirst Deed of Trust, Second Deed of Trust, or the Employee Loan Agreement executed concurrently herewith (collectively, the “Loan Documents”)Third Deed of Trust as defined herein below, or any other deed of Trust, security agreement now or other agreement (including any amendment, modification or extension thereof) which may hereafter entered into be executed by Borrower, on Borrower for the one hand, and the Lender, on the other hand, relating to the loan evidenced by purpose of securing this Note. (c) Borrower shall ▇▇▇▇▇▇▇▇, without the prior written consent of ▇▇▇▇▇▇, voluntarily or by operation of law, sells, conveys, assigns or otherwise transfers or agrees to sell, convey, encumber, grant any lien upon, convey or otherwise alienate the Shares or the Propertytransfer, all or any part thereofportion of, or any interest thereinin, or shall be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Lender being first had and obtainedProperty. (d) Borrower ▇▇▇▇▇▇▇▇ (i) admits in writing his her inability to pay debts, (ii) makes an assignment for the benefit of creditors, (iii) files a voluntary petition in bankruptcy, effects a plan or other arrangement with creditors, liquidates his her assets under arrangement with creditors, or liquidates his her assets under court supervision, (iv) has an involuntary petition in bankruptcy filed against him her that is not discharged within sixty (60) days after such petition is filed, or (v) applies for or permits the appointment of a receiver or trustee or custodian for any of Borrower’s her property or assets which shall not have been discharged within sixty (60) days after the date of appointment. (e) The Principal and accrued interest shall Borrower breaches any representation or warranty contained herein or in the Deed of Trust, or any agreement or instrument executed in connection with this loan proves to have become due and payable, upon the happening of certain events, on such dates as are set forth in Section 2.2 hereinbeen false or misleading. (f) Any representation or warranty The Deed of Borrower contained herein or in any certificate or agreement entered into between Borrower for Trust (as defined herein) is not duly executed and validly acknowledged and delivered by ▇▇▇▇▇▇▇▇ to Lender concurrently with the benefit execution of Lender in connection herewith shall prove to be false or misleading in any material respectthis Note. (g) Any lien or other encumbrance is imposed against the Shares; provided, however, that in the event that a lien or encumbrance is imposed against the Shares without the consent of Borrower, a Maturity Event shall not occur until the lien or other monetary encumbrance is imposed against the Shares for a period of at least thirty (30) days. (h) One (1) year following the The death of the Borrower. (i) The occurrence of any event which causes . Notwithstanding the Loan and transactions contemplated under the Loan Documents to be prohibited under Applicable Lawforegoing, including any prohibition of the if ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act 's employment with Company has not been terminated prior to the applicable date (either voluntarily or involuntarily), the Loan will be forgiven as follows: (i) on January 1, 1999, $15,000 of 2002 or other prohibition relating to loans to officers principal and all accrued interest, (ii) on January 1, 2000, $15,000 of public companies under federal or state lawprincipal and all accrued interest, (iii) on January 1, 2001, $15,000 of principal and all accrued interest, and (iv) on January 1, 2002, $55,000 and all accrued interest.