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or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or <br />composition of it or its debts under any law relating to bankruptcy, insolvency or <br />reorganization or relief of debtors or fail to file an answer or other pleading denying the <br />material allegations of any such proceeding filed against it, (vi) take any corporate action to <br />authorize or effect any of the foregoing actions set forth in this Section 8.1(h) or (vii) fail <br />to contest in good faith any appointment or proceeding described in Section 8.1(i). <br />(i) Without the application, approval or consent of the Borrower, any general <br />partner of the Borrower or FBT, a receiver, trustee, examiner, liquidator or similar official <br />shall be appointed for the Borrower, any general partner of the Borrower or FBT or any <br />substantial part of its property, or a proceeding described in Section 8.1(h)(v) shall be <br />instituted against the Borrower, any general partner of the Borrower or FBT and such <br />appointment continues undischarged or such proceeding continues undismissed or unstayed <br />for a period of 60 consecutive days. <br />0) Any court, government or governmental agency shall condemn, seize or other- <br />wise appropriate, or take custody or control of all or any substantial portion of the property <br />of the Borrower, any general partner of the Borrower or FBT. <br />(k) The Borrower shall fail within 30 days to pay, bond or otherwise discharge any <br />judgment or order for the payment of money in excess of $100,000, which is not stayed on <br />appeal or otherwise being appropriately contested in good faith. <br />(1) FBT shall sell or otherwise transfer its entire interest in 1st Source Bank, its <br />wholly -owned subsidiary. <br />Section 8.2. Remedies. The Borrower agrees that, when any Event of Default <br />hereunder has occurred and is continuing, you may, without limitation of all other rights <br />and remedies available at law or in equity in such event, exercise any one or more or all, <br />and in any order, of the remedies hereinafter set forth, it being expressly understood that no <br />remedy herein conferred is intended to be exclusive of any other remedy or remedies; but <br />each and every remedy shall be cumulative and shall be in addition to every other remedy <br />given herein or now or hereafter existing at law or in equity or by statute. <br />(a) You may declare the entire unpaid balance of the Taxable Note to be <br />immediately due and payable; and thereupon all such unpaid balance, together with all <br />accrued interest thereon and the Make -Whole Premium, if any, shall be and become <br />immediately due and payable, without any presentment, demand, protest or other <br />notice of any kind, all of which are hereby expressly waived. Upon the Taxable Note <br />becoming due and payable as a result of any Event of Default as aforesaid, the <br />Borrower will forthwith pay to you the entire principal amount of, Make -Whole <br />Premium, if any, and interest accrued on the Taxable Note. <br />(b) You may proceed to direct the Trustee to exercise all rights, privileges <br />and remedies under Article IX of the Indenture. <br />-16- <br />