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El <br />(b) The Guarantors shall fail to pay any amount owed by the Company <br />or perform any obligation required to be performed by the Company the payment <br />or performance of which is guaranteed by the Guarantors under the Guaranty <br />Agreement; or <br />(c) The Guarantors, or either of them, shall fail to perform or <br />observe any other term, covenant or agreement contained in the Guaranty <br />Agreement to which such Guarantors are subject and, with respect to certain <br />enumerated failure9, such failure shall remain unremedied for thirty (30) days <br />after written notice thereof shall have been given to the Guarantors by the <br />Bank; or <br />(d) any material provision of the Guaranty Agreement shall at any <br />time for any reason cease to be valid and binding on the Guarantors, or either <br />of .them, or shall be declared to be null and void, or the validity or <br />enforceability thereof shall be contested by the Guarantors, or either of <br />them, or any governmental authority having jurisdiction, or the Guarantors, or <br />either of them, shall deny that they have any or further liability or <br />obligation under this Guaranty Agreement; or <br />(e) the Partnership Guarantor shall fail to pay when due and <br />payable, after giving effect to any applicable grace period, the principal of <br />or interest on any indebtedness in an aggregate amount over $100,000 <br />(excluding indebtedness guaranteed under the Guaranty Agreement) or the <br />maturity of any such indebtedness shall have been accelerated or been required <br />to be prepaid prior to the stated maturity thereof or any event shall have <br />occurred and be continuing which with the passage of time or the giving of <br />notice or both, would permit any holder or holders of such Indebtedness, any <br />trustee or agent acting on behalf of such holder or holders or any other <br />person so to accelerate such maturity, unless the Partnership Guarantor's <br />obligation to pay, or the acceleration or required prepayment of, such <br />indebtedness is being contested or any right of set-off is being asserted by <br />the Partnership Guarantor in good faith by appropriate proceedings and <br />reserves in respect thereof deemed adequate by the Partnership Guarantor have <br />been established on the books of the Partnership Guarantor in accordance with <br />generally accepted accounting principles consistently applied; or <br />(f) a judgment or order for the payment of money shall be entered <br />against the Partnership Guarantor by any court or a warrant of attachment or <br />execution or similar process shall be issued or levied against property of the <br />Partnership Guarantor, which in the aggregate exceeds $100,000 in value over <br />any applicable issuance coverage or reserve previously established on the <br />books of the Partnership Guarantor and such judgment, order, warrant or <br />process shall continue undischarged or unstayed for thirty (30) consecutive <br />days; or <br />(g) (1) either Guarantor shall (A) apply for or consent to the <br />appointment of a receiver, trustee, liquidator or custodian or the like of <br />itself or of its property, (B) admit in writing its inability to pay its debts <br />generally as they become due, (C) make a general assignment for the benefit of <br />0-8 <br />