HAVE A MATERIAL ADVERSE EFFECT.
SECTION 3.5
NO VIOLATION.
THERE EXISTS NO VIOLATION, OR
DEFAULT WITH RESPECT TO ANY OF THE BASIC AGREEMENTS OR OF ANY MORTGAGE, DEED OF
TRUST, INDENTURE OR ANY OTHER MATERIAL CONTRACT, AGREEMENT OR INSTRUMENT
APPLICABLE TO BORROWER, GUARANTOR OR THE PROPERTY, OR BY WHICH ANY OF THE
FOREGOING IS BOUND.
THE EXECUTION, DELIVERY AND PERFORMANCE OF THE LOAN
DOCUMENTS WILL NOT RESULT IN ANY SUCH VIOLATION, CONFLICT OR DEFAULT, OR RESULT
IN THE CREATION OF ANY LIEN ON ANY OF THE ASSETS OF BORROWER, ANY BORROWER PARTY
OR GUARANTOR, OTHER THAN THE PERMITTED EXCEPTIONS.
SECTION 3.6
NO CONFLICT.
THE LOAN AND ALL OTHER TRANSACTIONS
CONTEMPLATED BY THE LOAN DOCUMENTS WILL NOT CONFLICT WITH OR RESULT IN A BREACH
OR VIOLATION OF ANY GOVERNMENTAL APPROVAL APPLICABLE TO ANY OF BORROWER, ANY
BORROWER PARTY, GUARANTOR OR THE PROPERTY.
SECTION 3.7
NO CONSENT.
NO CONSENT, APPROVAL, OR AUTHORIZATION
OF, OR REGISTRATION, DECLARATION OR FILING WITH ANY GOVERNMENTAL AUTHORITY IS
REQUIRED AND HAS NOT BEEN OBTAINED IN CONNECTION WITH THE EXECUTION, DELIVERY
AND PERFORMANCE BY BORROWER, ANY BORROWER PARTY OR GUARANTOR OF EACH OF THE LOAN
DOCUMENTS TO WHICH IT IS A PARTY OR ANY OF THE TRANSACTIONS CONTEMPLATED IN THE
LOAN DOCUMENTS.
SECTION 3.8
TRUTH OF FINANCIAL STATEMENTS; FINANCIAL CONDITION
WARRANTY.
ANY FINANCIAL STATEMENTS DELIVERED TO LENDER BY BORROWER, ANY
BORROWER PARTY OR GUARANTOR PRIOR TO OR AFTER THE DATE OF THIS AGREEMENT: (A)
ARE MATERIALLY TRUE, CORRECT AND COMPLETE AND (B) FAIRLY PRESENT IN A MANNER
INTERNALLY CONSISTENT AND CONSISTENT WITH PRIOR STATEMENTS SUBMITTED TO LENDER
THE RESPECTIVE FINANCIAL CONDITIONS OF THE SUBJECTS THEREOF AND FOR THE PERIODS
REFERENCED THEREIN.
ALL CHARGES PAYABLE WITH RESPECT TO THE PROJECT ARE CURRENT
AND NOT IN DEFAULT.
BORROWER FURTHER WARRANTS THAT EXCEPT AS DISCLOSED TO
LENDER IN WRITING, NEITHER BORROWER, ANY GUARANTOR, ANY MANAGER/DIRECTOR OF
BORROWER, ANY EQUITY OWNER OF BORROWER NOR ANY OF THEIR RESPECTIVE AFFILIATES:
(I) HAS EVER BEEN THE SUBJECT OF ANY CRIMINAL PROCEEDINGS, OTHER THAN MINOR
TRAFFIC VIOLATIONS; (II) HAS EVER BEEN THE OWNER, WHETHER DIRECTLY OR
INDIRECTLY, OF A PARCEL OF REAL PROPERTY WHICH WAS THE SUBJECT OF FORECLOSURE
PROCEEDINGS (WHETHER JUDICIAL OR NON JUDICIAL); (III) HAS EVER BEEN A PARTY
DIRECTLY OR INDIRECTLY, TO A DEED IN LIEU OF FORECLOSURE; AND (IV) IS NOT
CURRENTLY A PARTY TO ANY MATERIAL PENDING LITIGATION OR ADMINISTRATIVE
PROCEEDINGS, OR SUBJECT TO ANY JUDICIAL OR NON-JUDICIAL ORDERS OR CONSENT
AGREEMENTS.
SECTION 3.9
ACCESS.
THE PROPERTY IS CONTIGUOUS TO PUBLIC
STREETS, ROADS OR HIGHWAYS, AND VEHICULAR AND PEDESTRIAN ACCESS FROM THE
PROPERTY IS PERMITTED TO SUCH STREETS, ROADS OR HIGHWAYS.
SECTION 3.10
PROJECT BUDGET.
THE PROJECT BUDGET IN GOOD FAITH
ESTIMATES ALL MATERIAL COSTS AND EXPENSES WHICH WILL BE INCURRED BY BORROWER IN
THE ACQUISITION, DEVELOPMENT, RENOVATION, CONVERSION AND OPERATION OF THE
PROJECT THROUGH THE MATURITY DATE.
6
SECTION 3.11
LEASES.
ALL LEASES ARE IN FULL FORCE AND EFFECT AND
ARE FREE FROM ANY DEFAULT ON THE PART OF BORROWER.
SECTION 3.12
BUSINESS PURPOSE.
BORROWER WILL USE THE