ALTIMARI, Circuit Judge:
This appeal concerns the interpretation of a clause of a loan agreement between plaintiff-appellee Mellon Bank, N.A. ("Mellon") and defendants-appellants United Bank Corporation of New York ("UBC") and Subsidiaries Employee Stock Ownership Trust ("ESOT") (collectively herein "Defendants"). The loan agreement provides for acceleration of the balance of the loan by Mellon in the case of certain "Events of Default" by Defendants. At issue is...
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