SECTION 8.11. Changes in Ownership. The Company shall cease to be owned 100% by
the Guarantor or 50% or more of the voting stock in the Guarantor should be acquired by a Person or a
Person and one or more Affiliates of that Person.
SECTION 8.12. Guaranty, Etc. The Guaranty shall, at any time, cease to be in full
force and effect, or shall be revoked or declared nul! and void, or the validity or enforceability thereof
shall be contested by the Guarantor, or the Guarantor shall deny any further liability or obligation
thereunder, or shall fail to perform its obligations thereunder, or any representation or warranty set forth
therein shall be breached, or the Guarantor shall breach or be in default under the terms of any other
agreement with CoBank (including any loan agreement or security agreement), or an Event of Default of
the type set forth in Sections 8.06 through 8.10 hereof shall occur with respect to the Guarantor.
SECTION 8.13. PWW. The Consent and Agreement shall, at any time, cease to be in full
force and effect, or shall be revoked or declared null and void, or the validity or enforceability thereof
shall be contested by PWW, or PW'W shall deny any further liability or obligation thereunder, or shall
fail to perform its obligations thereunder, or an Event of Default of the type set forth in Sections 8.06,
8.07, 8.08, 8.09(A), or 8.10 hereof shall occur with respect to PWW, or an Event of Default of the type
referred to in Sections 8.09(B) or 8.11 shall occur with respect to PWW and, in CoBank’s sole discretion,
such event could have a material adverse effect on the condition, financial or otherwise, operations,
business or properties of the Company or in its ability to conduct is business or perform its obligations
hereunder, under any security instrument or document, or under any other Loan Document.
ARTICLE 9
REMEDIES UPON DEFAULT
SECTION 9.01. Remedies. Upon the occurrence and during the continuance of a Default or
Event of Default, CoBank shall have no obligation to make any loan to the Company and may
discontinue doing so at any time without prior notice. In addition, upon the occurrence and during the
continuance of an Event of Default, CoBank may, upon notice to the Company:
{A) Termination and Acceleration. Terminate any commitment and declare the
unpaid principal balance of the loans, all accrued interest thereon, and all other amounts payable under
this Agreement, the Promissory Notes and Supplements, and all other Loan Documents to be
immediately due and payable; provided, however, that upon the occurrence of an Event of Default under
Section 8.08(F), any commitments shall automatically be terminated and all such amounts shall
automatically become due and payable. Upon such a declaration (or automatically, as provided above),
the unpaid principal balance of the loans ard all such other amounts shall become immediately due and
payable, without protest, presentment, demand, or further notice of any kind, all of which are hereby
expressly waived by the Company.
(B) Enforcement. Proceed to protect, exercise, and enforce such rights and
remedies as may be provided by this Agreement, any other Loan Document, or under Law. Each and
every one of such rights and remedies shall be cumulative and may be exercised from time to time, and
no failure on the part of CoBank to exercise, and no delay in exercising, any right or remedy shall operate
as a waiver thereof, and no single or partial exercise of any right or remedy shall preclude any future or
other exercise thereof, or the exercise of any other right. Without limiting the foregoing, CoBank may
hold and/or set off and apply against the Company’s obligations to CoBank the proceeds of any equity in
CoBank and any balances held in any account maintained at CoBank (whether or not such balances are
then due).
