AGENT AND AGENT'S COUNSEL;
(L)
COPIES OF ALL LICENSES, EASEMENTS, PLATS, PERMITS OR OTHER AGREEMENTS OR
INSTRUMENTS PERTAINING TO THE PROPERTIES AND ALL OTHER DOCUMENTS LISTED AS
EXCEPTIONS TO TITLE IN THE TITLE POLICIES;
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(M)
THE INSURANCE POLICIES AND CERTIFIED COPIES, CERTIFICATES OF INSURANCE
OR OTHER EVIDENCE OF THE INSURANCE POLICIES ARE SATISFACTORY TO AGENT, TOGETHER
WITH EVIDENCE THAT:
(I)
ALL SUCH INSURANCE POLICIES THEN HAVE AN
UNEXPIRED TERM REASONABLY ACCEPTABLE TO AGENT;
(II)
THE PREMIUMS THEN DUE HAVE BEEN PAID IN
FULL; AND
(III)
SUCH INSURANCE POLICIES ARE IN FULL FORCE
AND EFFECT;
(N)
A LETTER OR REPORT OF AGENT'S INSURANCE CONSULTANT CONCERNING
BORROWER'S COMPLIANCE WITH THE REQUIREMENTS OF THIS LOAN AGREEMENT AS TO THE
INSURANCE POLICIES AND SUCH OTHER MATTERS PERTAINING TO INSURANCE AS AGENT MAY
REASONABLY REQUEST;
(O)
EVIDENCE SATISFACTORY TO AGENT THAT ALL REAL ESTATE TAXES ON,
ASSESSMENTS OF, AND PAYMENTS IN LIEU OF TAXES WITH RESPECT TO, THE PROPERTIES
WHICH ARE DUE AND PAYABLE AND, IF DELINQUENT, ALL PENALTIES AND INTEREST THEREON
HAVE BEEN PAID;
(P)
EVIDENCE SATISFACTORY TO AGENT THAT THE PROPERTIES COMPLY WITH ALL
LEGAL REQUIREMENTS (INCLUDING THOSE RELATED TO ZONING AND LAND USE), AND THAT,
TO THE EXTENT REQUIRED BY LEGAL REQUIREMENTS TO BE IN EFFECT, ALL OPERATING
PERMITS THAT ARE IN FULL FORCE AND EFFECT;
(Q)
AN APPRAISAL WITH RESPECT TO EACH PROPERTY;
(R)
PAYMENT OF AGENT'S COUNSEL FEES, THE REASONABLE FEES OF AGENT'S
INSURANCE, ENVIRONMENTAL AND ENGINEERING CONSULTANTS AND ALL OTHER REASONABLE
OUT-OF-POCKET EXPENSES OF AGENT RELATING TO THE LOAN TO THE EXTENT THE FOREGOING
ARE THEN DUE AND PAYABLE, WHICH AMOUNTS MAY BE DISBURSED BY AGENT FROM THE LOAN
AT THE CLOSING;
(S)
A PROPERTY CONDITION REPORT WITH RESPECT TO EACH PROPERTY;
(T)
A DULY EXECUTED ASSIGNMENT OF MORTGAGE AND ORIGINALS OF ANY NOTES
AND MORTGAGES AGENT IS TAKING BY ASSIGNMENT;
(U)
A NOTICE TO WACHOVIA THAT LENDERS ARE THE DESIGNATED PORTFOLIO
LENDER (AS SUCH TERM IS DEFINED IN THE WACHOVIA MASTER AGREEMENT); AND
(V)
SUCH OTHER DOCUMENTS, INSTRUMENTS, OPINIONS AND APPROVALS AS AGENT
OR AGENT'S COUNSEL SHALL REASONABLY REQUEST.
SECTION 4.4.
Payment of Fees and Expenses.
Payment of all fees
and expenses required to be paid pursuant to the Loan Fee Letter, this Loan
Agreement or the other Loan Documents, including Section 8.15 hereof.
SECTION 4.5.
No Default or Event of Default.
No Default or
Event of Default shall have occurred and be continuing.
Without limiting the
foregoing, Borrower shall
54
not be in default under the Wachovia Master Agreement or any Wachovia Lease
which has had or would reasonably be expected to have a Material Adverse Effect.
SECTION 4.6.
No Casualty or Taking.
No Casualty shall have
occurred to any portion of any Property which has had or would reasonably be
expected to have a Material Adverse Effect.
Except as set forth in the
Disclosure Schedule, no Taking of any portion of any Property or any
modification, realignment or relocation of any streets or roadways abutting any
Property or denial of access to any