HomeMy WebLinkAbout0155 (v) if a corpotation, declare any dividend ori any cl~ss of its stock or make any payment on aaount of the
purchase, redemption or retirement of its sharts of stock or make any distrib.ution in respect thtreof
unle~.s simultaneously with each such declacation, payment or distribution, Operator shall pay to AMF
on account of the Subject Indebtedness, an amount equal to the gross amount being so declared, paid or
distributed,
(vi) make any paym~nt on account of indebtedness owed to any proprietor, partner or stockhotder unless
simultaneously Qperator shall pay.an equat amount to AMF on account of the Subject Indebtedness,
(vii) make during any fi~ral year any payment ta any ptrson or corporation, either directly or indirectly, as
reimbursrnzent or fee or other compensation for obtaining or rendering any management, operating,
consulting or advisory service in excess of an annual amount eq~sal io 896 of Operator's annual gross
revenue~ frorn all business sounes during such fiscal year,
(viii) either directly or indirectly, consolidate with or merge into any corporation, or permit any corporation to
rnnsolidate with or rnerge into it, or sell or otherwise transfer all or snbstantially atl of its properties and
asstts to any corporation, association, partnership or individual unless t~e financial condition of the
corpc?ration surviving sueh consolidation ar merger or tht corporation, association, partnership or
indiv~dual acquiring such properties and assets, as the case may be, shall be approved in writing by
AMF and such survivor or acquirer shall assume the Subject Indebtedness, the Lease as amended by
the Lease Amendment, and all of Lhe obligations of C)p~erator under this Agreement and, irnmediately
after giving effect to such action, no default shall exisi under any of the foregoing provisions of this
paragraph 5.
( b) The Operator further covenants :
{i) that so long as any portion of the Subject Indebtedness remains unpaid, the Operator will deliver to
AMF, on a quarterly or more frequent basis as AhiF shall reasonabiy request, such financial or other
inforrnation (including, but not limittd to, financial statements certified by independent public account-
ants) about the operation of the Operator's business as AMF shall reasonably request. In addition,
Operator shall at~ord to AMF the right to visit any of the business estahlishments of the Operator to
examine the books of account of the Operator and to discuss the affairs, finances and accounts of the
Operator and to be advised as to the same by the Operator, all at such reasonable times and intervals as
AMF inay desire,
(ii) wi:hin thirty (30) days after each anniversary of the date of this Agreement the Operator will deliver
to AYVIF a certificate setting forth the amount of the Subject Indebtedness then remaining unpaid
and acknowledging that it is due and owing to AMF. Each such certificate shall be signed, if Operator
is a corporation, by the President or a Vice President and the Treasurer or Secretary of Operator; or if
C)perator is a sole proprietorship, by Operator ; or if Operator is other than a corporation or sole
proprietorship, by at least two general partners or other participating owners who have been duly
authorized so to act in the name and on behalf of Operator. Operator agrees that a certificate deliverzd
by Oprrator and purporting to be signed in accordance with this sub-paragraph shall t~ binding upon
Operator for all purposes.
6. EvPnts of Default. The occurrence cf any one or more of the following events (herein called "events of
defauft") shall ~onstitute a default undPr this Agreement:
(a) Operator's failure to make all paynnents when due and otherwise duly keep, observe and perform any and
all of the terms, covenants, conditions and agreements contained in the Lease as amended by the Lease Amendment
and required ta be kept, observed or performed by it.
(b) Operator's failure to make due and timely payment of any and all indebtedness (other than the Subject
Indebtedness or payments referred to in paragraph 6(a) hereof) now or her~after owing to AMF for grwds,
services or otherwise.
(c) Operator's failure to make due and timel_y payment on account of the Subject fndebtedness ander the
circumstances described in paragraphs 5(a) (v) and 5(a) (vi) hereof.
, (d) Operator's misrepresentation or breach of any warranty with respect to rnatters set forth in paragra~h 4
hereof or Operator's failure . to keep, observe and p~erform each and ~very one of the Operator's covenants set
forth in paragraph 5 hereuf.
(e) If the Operator shal! ;
(i) admit in writing its inability to pay its debts generally as they become due,
(ii) file a petition in bankruptcy or a petition to take advantage of any insolvency act,
(iii} make an assi~tnent fcir the benefit oi its creditors, .
(iv) consent to the appointment of a receiver of itself or of the whole or any substantial part of its property,
(v j file a petition or answer seeking reorganization or arrangement under the Federal bankruptcy laws ar
any other law or statute of the United 5tates of Amerira or any State thereof, or
(vi) have a petition in bankruptcy filed against it, or tie a~judicated a bankrupt.
(f) If a court of competent jurisdiction shall enter an order, judgment or decrte appointing a receiver for the
Operator for the whole or any substantial part of its property or approving a petition filed against it seeking
reor~anization or rearrangement of it'under the Federal bankruptcy laws or any other applic~ble law or statute of
the United States of America or any State thereof, and such order, judgment or de~ree shall not be ~acated or set
aside or stayed within sixty (60) days from the date of entry th~reof.
(g) If final judgment for the payment of money in raccess of an amount equal to ttce product of $1,Q00.
mul4iplied by the number of bowling lanes stated in Schedule III attached hereto and owned and operated liy
Operator shall be rendered by a court of record against the Operator and within sixty (60} days from the date of
' ar~
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