OF ANY
SUCH CHANGE, ANY FINANCING STATEMENT OR FINANCING STATEMENT CHANGE REASONABLY
REQUIRED BY LENDER TO ESTABLISH OR MAINTAIN THE VALIDITY, PERFECTION AND
PRIORITY OF THE SECURITY INTEREST GRANTED HEREIN.
AT THE REQUEST OF LENDER,
BORROWER SHALL EXECUTE A CERTIFICATE IN FORM REASONABLY SATISFACTORY TO LENDER
LISTING THE TRADE NAMES UNDER WHICH BORROWER INTENDS TO OPERATE THE PROPERTY,
AND REPRESENTING AND WARRANTING THAT BORROWER DOES BUSINESS UNDER NO OTHER TRADE
NAME WITH RESPECT TO THE PROPERTY.
9
3.9
TITLE.
BORROWER HAS GOOD AND INDEFEASIBLE
FEE SIMPLE TITLE TO THE REAL PROPERTY COMPRISING PART OF THE PROPERTY AND GOOD
TITLE TO THE BALANCE OF SUCH PROPERTY, FREE AND CLEAR OF ALL LIENS (AS DEFINED
IN THE LOAN AGREEMENT) WHATSOEVER EXCEPT THE PERMITTED ENCUMBRANCES (AS DEFINED
IN THE LOAN AGREEMENT), SUCH OTHER LIENS AS ARE PERMITTED PURSUANT TO THE LOAN
DOCUMENTS AND THE LIENS CREATED BY THE LOAN DOCUMENTS.
TO BORROWER'S ACTUAL
KNOWLEDGE, THE PERMITTED ENCUMBRANCES IN THE AGGREGATE DO NOT MATERIALLY
ADVERSELY AFFECT THE VALUE, OPERATION OR USE OF THE PROPERTY OF BORROWER'S
ABILITY TO REPAY THE LOAN.
THIS MORTGAGE, WHEN PROPERLY RECORDED IN THE
APPROPRIATE RECORDS, TOGETHER WITH ANY UNIFORM COMMERCIAL CODE FINANCING
STATEMENTS REQUIRED TO BE FILED IN CONNECTION THEREWITH, WILL CREATE (A) A
VALID, PERFECTED FIRST PRIORITY LIEN, SECURITY TITLE AND SECURITY INTEREST ON
THE PROPERTY, TO THE EXTENT SUCH SECURITY INTEREST CAN BE PERFECTED BY FILING;
SUBJECT ONLY TO ANY APPLICABLE PERMITTED ENCUMBRANCES, SUCH OTHER LIENS AS ARE
PERMITTED PURSUANT TO THE LOAN DOCUMENTS AND THE LIENS CREATED BY THE LOAN
DOCUMENTS.
THERE ARE NO CLAIMS FOR PAYMENT FOR WORK, LABOR OR MATERIALS
AFFECTING THE PROPERTY WHICH ARE PAST DUE AND ARE OR MAY BECOME A LIEN PRIOR TO,
OR OF EQUAL PRIORITY WITH, THE LIENS CREATED BY THE LOAN DOCUMENTS UNLESS SUCH
CLAIMS FOR PAYMENTS ARE BEING CONTESTED IN ACCORDANCE WITH THE TERMS AND
CONDITIONS OF THIS MORTGAGE.
3.10
LETTER OF CREDIT RIGHTS.
IF BORROWER IS AT ANY
TIME A BENEFICIARY UNDER A LETTER OF CREDIT RELATING TO THE PROPERTIES, RIGHTS,
TITLES AND INTERESTS REFERENCED IN SECTION 1.1 OF THIS MORTGAGE NOW OR HEREAFTER
ISSUED IN FAVOR OF BORROWER, BORROWER SHALL PROMPTLY NOTIFY LENDER THEREOF AND,
AT THE REQUEST AND OPTION OF LENDER, BORROWER SHALL, PURSUANT TO AN AGREEMENT IN
FORM AND SUBSTANCE SATISFACTORY TO LENDER, EITHER (I) ARRANGE FOR THE ISSUER AND
ANY CONFIRMER OF SUCH LETTER OF CREDIT TO CONSENT TO AN ASSIGNMENT TO LENDER OF
THE PROCEEDS OF ANY DRAWING UNDER THE LETTER OF CREDIT OR (II) ARRANGE FOR
LENDER TO BECOME THE TRANSFEREE BENEFICIARY OF THE LETTER OF CREDIT, WITH LENDER
AGREEING, IN EACH CASE THAT THE PROCEEDS OF ANY DRAWING UNDER THE LETTER OF
CREDIT ARE TO BE APPLIED AS PROVIDED IN SECTION 7.2 OF THIS MORTGAGE.
ARTICLE IV
OBLIGATIONS AND RELIANCES
4.1
RELATIONSHIP OF BORROWER AND LENDER.
THE
RELATIONSHIP BETWEEN BORROWER AND LENDER IS SOLELY THAT OF DEBTOR AND CREDITOR,
AND LENDER HAS NO FIDUCIARY OR OTHER SPECIAL RELATIONSHIP WITH BORROWER, AND NO
TERM OR CONDITION OF ANY OF