OBLIGATIONS HEREUNDER OR UNDER ANY OF THE OTHER LOAN
DOCUMENTS.
5.17
CONSENTS NOT REQUIRED.
EXCEPT FOR THOSE CONSENTS
THAT HAVE
ALREADY BEEN OBTAINED AND DELIVERED TO LENDER OR REQUIRED AS A CONDITION TO ANY
ADVANCE HEREUNDER, NO CONSENT OF ANY PERSON AND NO CONSENT, LICENSE, PERMIT,
APPROVAL, OR AUTHORIZATION OF, EXEMPTION BY, OR REGISTRATION OR DECLARATION
WITH, ANY TRIBUNAL IS REQUIRED IN CONNECTION WITH THE EXECUTION, DELIVERY,
PERFORMANCE, VALIDITY, OR ENFORCEABILITY OF THIS AGREEMENT OR ANY OF THE LOAN
DOCUMENTS BY THE COMPANY.
5.18
MATERIAL FACT REPRESENTATIONS.
NEITHER THE LOAN DOCUMENTS NOR ANY
OTHER AGREEMENT, DOCUMENT, CERTIFICATE, OR WRITTEN STATEMENT FURNISHED TO THE
LENDER BY OR ON BEHALF OF THE COMPANY IN CONNECTION WITH THE TRANSACTIONS
CONTEMPLATED IN ANY OF THE LOAN DOCUMENTS CONTAINS ANY UNTRUE STATEMENT OF A
MATERIAL ADVERSE FACT.
THERE ARE NO MATERIAL ADVERSE FACTS OR CONDITIONS
RELATING TO THE MAKING OF THE COMMITMENT, ANY OF THE COLLATERAL, AND/OR THE
FINANCIAL CONDITION AND BUSINESS OF THE COMPANY KNOWN TO THE COMPANY WHICH HAVE
NOT BEEN FULLY DISCLOSED, IN WRITING, TO THE LENDER, IT BEING UNDERSTOOD THAT
THIS REPRESENTATION IS MADE AS OF, AND
30
shall be limited to the date of this Agreement.
All writings heretofore or
hereafter exhibited or delivered to the Lender by or on behalf of the Company
are and will be genuine and what they purport to be.
5.19
PLACE OF BUSINESS.
THE PRINCIPAL PLACE OF BUSINESS OF THE COMPANY
IS 6070 PARKLAND BOULEVARD, MAYFIELD HEIGHTS, OHIO 44124 AND THE CHIEF EXECUTIVE
OFFICE OF THE COMPANY AND THE OFFICE WHERE IT KEEPS ITS FINANCIAL BOOKS AND
RECORDS RELATING TO ITS PROPERTY AND ALL CONTRACTS RELATING THERETO AND ALL
ACCOUNTS ARISING THEREFROM IS LOCATED AT THE ADDRESS SET FORTH FOR THE COMPANY
IN SECTION 9 HEREOF.
5.20
USE OF PROCEEDS; BUSINESS LOANS.
THE COMPANY WILL USE THE PROCEEDS
OF THE ADVANCES MADE PURSUANT TO THE COMMITMENT SOLELY AS FOLLOWS, AND FOR NO
OTHER PURPOSE:
FINANCE THE ORIGINATION AND PURCHASE OF ELIGIBLE MORTGAGE
LOANS.
ALL LOANS EVIDENCED BY THE NOTE ARE AND SHALL BE "BUSINESS LOANS", AS
SUCH TERM IS USED IN THE DEPOSITORY INSTITUTIONS DEREGULATION AND MONETARY
CONTROL ACT OF 1980, AS AMENDED, AND SUCH LOANS ARE FOR BUSINESS OR COMMERCIAL
PURPOSES AND NOT PRIMARILY FOR PERSONAL, FAMILY, HOUSEHOLD OR AGRICULTURAL USE,
AS SUCH TERMS ARE USED OR DEFINED IN TEXAS REVISED CIVIL STATUTES, TEXAS FINANCE
CODE, REGULATION Z PROMULGATED BY THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE
SYSTEM, AND TITLES I AND V OF THE CONSUMER CREDIT PROTECTION ACT.
SECTION 346
OF THE TEXAS FINANCE CODE WHICH REGULATES REVOLVING LOANS AND REVOLVING TRIPARTY
ACCOUNTS SHALL NOT APPLY TO THIS AGREEMENT.
5.21
NO UNDISCLOSED LIABILITIES.
OTHER THAN AS APPROVED BY LENDER, IN
WRITING OR PERMITTED IN SECTION 7.18 HEREOF, THE COMPANY DOES NOT HAVE ANY
LIABILITIES OR INDEBTEDNESS, DIRECT OR CONTINGENT, EXCEPT FOR LIABILITIES OR
INDEBTEDNESS WHICH, IN THE AGGREGATE, DO NOT EXCEED TWENTY-FIVE THOUSAND AND
NO/100 DOLLARS ($25,000.00).
5.22
TAX RETURNS AND PAYMENTS.
ALL FEDERAL, STATE AND LOCAL INCOME,
EXCISE, PROPERTY