THE PLANS HAS BEEN MADE BY THE INTERNAL REVENUE SERVICE AND
NOTHING HAS OCCURRED SINCE THE DATE OF SUCH DETERMINATION OR RECOGNITION LETTER
THAT WOULD ADVERSELY AFFECT SUCH QUALIFICATION.
(F)
ANY GROUP HEALTH PLAN (AS DEFINED IN SECTION 5000(B)(1) OF THE
CODE) MAINTAINED BY BORROWER IS AND HAS BEEN IN SUBSTANTIAL COMPLIANCE WITH THE
CONTINUATION COVERAGE REQUIREMENTS OF SECTION 4980B(F) OF THE CODE AND PART 6 OF
SUBTITLE B OF TITLE I OF ITS AFFILIATES.
NEITHER BORROWER NOR ANY OF ITS
AFFILIATES PROVIDES MEDICAL OR LIFE BENEFITS OR ANY OTHER WELFARE BENEFITS TO
RETIREES OR OTHER FORMER EMPLOYEES OTHER THAN AS REQUIRED BY STATUTE.
(G)
THERE IS NO MATERIAL UNFUNDED LIABILITY UNDER ANY PLAN.
(H)
BORROWER IS NOT AN "EMPLOYEE BENEFIT PLAN," AS DEFINED IN SECTION
3(3) OF ERISA, SUBJECT TO TITLE I OF ERISA, AND NONE OF THE ASSETS OF BORROWER
CONSTITUTES OR WILL CONSTITUTE
102
"PLAN ASSETS" OF ONE OR MORE SUCH PLANS WITHIN THE MEANING OF 29 C.F.R. SECTION
2510.3 101.
IN ADDITION, (A) BORROWER IS NOT A "GOVERNMENTAL PLAN" WITHIN THE
MEANING OF SECTION 3(32) OF ERISA AND (B) TO BORROWER'S KNOWLEDGE, TRANSACTIONS
BY OR WITH BORROWER ARE NOT IN VIOLATION OF ANY STATE STATUTE REGULATING
INVESTMENTS OF, OR FIDUCIARY OBLIGATIONS WITH RESPECT TO, GOVERNMENTAL PLANS
SIMILAR TO THE PROVISIONS OF SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE
CURRENTLY IN EFFECT, WHICH PROHIBIT OR OTHERWISE RESTRICT THE TRANSACTIONS
CONTEMPLATED BY THIS LOAN AGREEMENT.
4.1.10.
COMPLIANCE.
EACH BORROWER PARTY AND THE PROPERTY (INCLUDING THE USE
THEREOF) COMPLY IN ALL MATERIAL RESPECTS WITH ALL APPLICABLE LEGAL REQUIREMENTS,
INCLUDING, WITHOUT LIMITATION, BUILDING AND ZONING ORDINANCES AND CODES AND
PRESCRIBED LAWS.
NO BORROWER PARTY IS IN DEFAULT OR VIOLATION OF ANY ORDER,
WRIT, INJUNCTION, DECREE OR DEMAND OF ANY GOVERNMENTAL AUTHORITY.
THERE HAS NOT
BEEN COMMITTED BY ANY BORROWER PARTY OR, TO BORROWER'S KNOWLEDGE, ANY OTHER
PERSON IN OCCUPANCY OF OR INVOLVED WITH THE OPERATION OR USE OF THE PROPERTY ANY
ACT OR OMISSION AFFORDING THE FEDERAL GOVERNMENT OR ANY OTHER GOVERNMENTAL
AUTHORITY THE RIGHT OF FORFEITURE AS AGAINST THE PROPERTY OR ANY PART THEREOF OR
ANY MONIES PAID IN PERFORMANCE OF ANY BORROWER PARTY'S OBLIGATIONS UNDER ANY OF
THE LOAN DOCUMENTS.
4.1.11.
FINANCIAL INFORMATION.
ALL FINANCIAL DATA, INCLUDING, WITHOUT
LIMITATION, THE STATEMENTS OF CASH FLOW AND INCOME AND OPERATING EXPENSE, THAT
HAVE BEEN DELIVERED TO LENDER IN CONNECTION WITH THE LOAN (I) ARE TRUE, COMPLETE
AND CORRECT IN ALL MATERIAL RESPECTS, (II) ACCURATELY REPRESENT THE FINANCIAL
CONDITION OF THE PROPERTY AS OF THE DATE OF SUCH REPORTS IN ALL MATERIAL
RESPECTS, AND (III) TO THE EXTENT PREPARED OR AUDITED BY AN INDEPENDENT
CERTIFIED PUBLIC ACCOUNTING FIRM, HAVE BEEN PREPARED IN ACCORDANCE WITH GAAP
THROUGHOUT THE PERIODS COVERED, EXCEPT AS DISCLOSED THEREIN.
EXCEPT FOR
PERMITTED ENCUMBRANCES, 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, EXCEPT AS