THAT
HAVE BEEN DELIVERED TO LENDER IN RESPECT OF THE LOAN (I) ARE, TO THE BEST OF
BORROWER'S KNOWLEDGE, TRUE, COMPLETE AND CORRECT IN ALL MATERIAL RESPECTS,
(II) ACCURATELY REPRESENT THE FINANCIAL CONDITION OF THE PROPERTIES AS OF THE
DATE OF SUCH REPORTS, AND (III) TO THE EXTENT PREPARED OR AUDITED BY AN
INDEPENDENT CERTIFIED PUBLIC ACCOUNTING FIRM, HAVE BEEN PREPARED IN ACCORDANCE
WITH GAAP (OR OTHER ACCOUNTING PRINCIPLES REASONABLY ACCEPTABLE TO LENDER,
CONSISTENTLY APPLIED) THROUGHOUT THE PERIODS COVERED, EXCEPT AS DISCLOSED
THEREIN; PROVIDED, HOWEVER, THAT IF ANY FINANCIAL DATA IS DELIVERED TO LENDER BY
ANY PERSON OTHER THAN BORROWER, GUARANTOR, INDEMNITOR OR ANY OF THEIR
AFFILIATES, OR IF SUCH FINANCIAL DATA HAS BEEN PREPARED BY OR AT THE DIRECTION
OF ANY PERSON OTHER THAN BORROWER, GUARANTOR, INDEMNITOR OR ANY OF THEIR
AFFILIATES, THEN THE FOREGOING REPRESENTATIONS WITH RESPECT TO SUCH FINANCIAL
DATA SHALL BE TO THE BEST OF BORROWER'S KNOWLEDGE, AFTER DUE INQUIRY.
BORROWER
DOES NOT HAVE ANY CONTINGENT LIABILITIES, LIABILITIES FOR TAXES, UNUSUAL FORWARD
OR LONG-TERM COMMITMENTS OR UNREALIZED OR ANTICIPATED LOSSES FROM ANY
UNFAVORABLE COMMITMENTS THAT ARE KNOWN TO BORROWER AND REASONABLY LIKELY TO HAVE
A MATERIALLY ADVERSE EFFECT ON ANY INDIVIDUAL PROPERTY OR THE OPERATION THEREOF
AS A LIMITED SERVICE HOTEL, EXCEPT AS REFERRED TO OR REFLECTED IN SAID FINANCIAL
STATEMENTS.
SINCE THE DATE OF SUCH FINANCIAL STATEMENTS, THERE HAS BEEN NO
MATERIALLY ADVERSE CHANGE IN THE FINANCIAL CONDITION, OPERATIONS OR BUSINESS OF
BORROWER FROM THAT SET FORTH IN SAID FINANCIAL STATEMENTS.
4.1.12
CONDEMNATION.
EXCEPT AS PREVIOUSLY DISCLOSED TO LENDER IN WRITING
WITH RESPECT TO THE INDIVIDUAL PROPERTY KNOWN AS THE DALLAS MARRIOTT RESIDENCE
INN PARK CENTRAL, LOCATED AT
51
7642 LBJ FREEWAY, DALLAS, TEXAS, NO CONDEMNATION OR OTHER PROCEEDING HAS BEEN
COMMENCED OR, TO BORROWER'S KNOWLEDGE, IS CONTEMPLATED WITH RESPECT TO ALL OR
ANY PORTION OF ANY INDIVIDUAL PROPERTY OR FOR THE RELOCATION OF ROADWAYS
PROVIDING ACCESS TO ANY INDIVIDUAL PROPERTY.
4.1.13
FEDERAL RESERVE REGULATIONS.
NO PART OF THE PROCEEDS OF THE LOAN
WILL BE USED FOR THE PURPOSE OF PURCHASING OR ACQUIRING ANY "MARGIN STOCK"
WITHIN THE MEANING OF REGULATION U OF THE BOARD OF GOVERNORS OF THE FEDERAL
RESERVE SYSTEM OR FOR ANY OTHER PURPOSE WHICH WOULD BE INCONSISTENT WITH SUCH
REGULATION U OR ANY OTHER REGULATIONS OF SUCH BOARD OF GOVERNORS, OR FOR ANY
PURPOSES PROHIBITED BY LEGAL REQUIREMENTS OR BY THE TERMS AND CONDITIONS OF THIS
AGREEMENT OR THE OTHER LOAN DOCUMENTS.
4.1.14
UTILITIES AND PUBLIC ACCESS.
EACH INDIVIDUAL PROPERTY HAS RIGHTS OF
ACCESS TO PUBLIC WAYS AND IS SERVED BY WATER, SEWER, SANITARY SEWER AND STORM
DRAIN FACILITIES ADEQUATE TO SERVICE SUCH INDIVIDUAL PROPERTY FOR ITS RESPECTIVE
INTENDED USES.
ALL PUBLIC UTILITIES NECESSARY OR CONVENIENT TO THE FULL USE AND
ENJOYMENT OF EACH INDIVIDUAL PROPERTY ARE LOCATED EITHER IN THE PUBLIC
RIGHT-OF-WAY ABUTTING SUCH INDIVIDUAL PROPERTY (WHICH ARE CONNECTED SO AS TO
SERVE SUCH INDIVIDUAL PROPERTY WITHOUT PASSING OVER OTHER PROPERTY) OR IN
RECORDED EASEMENTS SERVING SUCH INDIVIDUAL PROPERTY AND SUCH EASEMENTS ARE SET
FORTH IN AND INSURED BY