ITS OBLIGATIONS THEREUNDER WILL NOT RESULT IN THE CREATION OR IMPOSITION OF
ANY LIEN (OTHER THAN PURSUANT TO THE PROJECT LOAN DOCUMENTS OR THE PERMITTED
EXCEPTIONS) UPON ANY OF ITS ASSETS, SUBJECT TO THE EFFECTS OF BANKRUPTCY,
INSOLVENCY, REORGANIZATION, MORATORIUM OR OTHER SIMILAR LAWS AFFECTING THE
ENFORCEMENT OF CREDITORS' RIGHTS GENERALLY.
SECTION 6.04
PENDING LITIGATION.
(A)
EXCEPT FOR MATTERS
DISCLOSED TO AGENT IN THE DISCLOSURE SIDE LETTER (THE "PENDING LITIGATIONS"),
THERE ARE NO LITIGATIONS, WRITS, INJUNCTIONS, ORDERS, JUDGMENTS, ACTIONS, SUITS
OR PROCEEDINGS EXISTING OR PENDING OR THREATENED IN WRITING AGAINST THE
MORTGAGED PROPERTY, BORROWER OR ANY MEMBER.
BORROWER HEREBY REPRESENTS AND
WARRANTS THAT EXCEPT AS DISCLOSED TO AGENT IN THE
65
DISCLOSURE SIDE LETTER, ALL SUCH DISCLOSED ITEMS ARE FULLY INSURED BY ITS
POLICIES (EXCEPT FOR THE DEDUCTIBLES APPLICABLE THERETO).
(B)
OTHER THAN AS DISCLOSED IN FILINGS MADE BY EACH GUARANTOR WITH THE
SECURITIES AND EXCHANGE COMMISSION, THERE ARE NO LITIGATIONS, WRITS,
INJUNCTIONS, ORDERS, JUDGMENTS, ACTIONS, SUITS OR PROCEEDINGS EXISTING OR
PENDING OR THREATENED AGAINST SUCH GUARANTOR WHICH HAVE A MATERIAL LIKELIHOOD OF
SUCCESS AND WOULD, IF DETERMINED ADVERSELY, RESULT IN A MATERIAL ADVERSE EFFECT.
SECTION 6.05
LEGAL REQUIREMENTS.
(A)
NONE OF BORROWER, ANY MEMBER OR THE MORTGAGED PROPERTY IS IN
VIOLATION OF ANY LEGAL REQUIREMENT RELATING TO SUCH ENTITY OR THE MORTGAGED
PROPERTY.
NO GUARANTOR IS IN VIOLATION OF ANY LEGAL REQUIREMENT WHICH WOULD
RESULT IN A MATERIAL ADVERSE EFFECT.
(B)
EACH BORROWER ENTITY AND THEIR AFFILIATES AND, TO THE KNOWLEDGE OF
BORROWER AFTER HAVING MADE REASONABLE INQUIRY, EACH TENANT AT THE PROPERTY AND
EACH MANAGING AGENT AND LEASING AGENT OF ANY PORTION OF THE PROPERTY (I) IS NOT
CURRENTLY IDENTIFIED ON THE OFAC LIST, AND (II) IS NOT A PERSON WITH WHOM A
CITIZEN OF THE UNITED STATES IS PROHIBITED TO ENGAGE IN TRANSACTIONS BY ANY
TRADE EMBARGO, ECONOMIC SANCTION, OR OTHER PROHIBITION OF UNITED STATES LAW,
REGULATION, OR EXECUTIVE ORDER OF THE PRESIDENT OF THE UNITED STATES.
SECTION 6.06
COMPLIANCE WITH ALL LEGAL REQUIREMENTS.
THE CURRENT
ZONING LAW AND/OR RESTRICTIVE COVENANTS AND DECLARATIONS COVERING THE PREMISES
AND EACH PUBLIC PROJECT AGREEMENT PERMIT, AS OF RIGHT, THE CONSTRUCTION OF THE
PROJECT IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS AND EACH OTHER PUBLIC
PROJECT AGREEMENT AND, UPON COMPLETION OF SUCH CONSTRUCTION, THE OPERATION, USE
AND OCCUPANCY THEREOF CONTEMPLATED BY THE PUBLIC PROJECT AGREEMENTS AND THE
PLANS AND SPECIFICATIONS.
THE MORTGAGED PROPERTY CURRENTLY IS AND UPON
COMPLETION OF SUCH CONTEMPLATED CONSTRUCTION, THE USE THEREOF WILL BE, IN ALL
RESPECTS IN COMPLIANCE WITH ALL MATERIAL CONTRACTS, ALL PUBLIC PROJECT DOCUMENTS
AND ALL LEGAL REQUIREMENTS, AND SUCH COMPLIANCE IS NOT DEPENDENT ON ANY LAND,
IMPROVEMENTS OR FACILITIES NOT A PART OF THE MORTGAGED PROPERTY.
BORROWER HAS
ALL GOVERNMENTAL APPROVALS REQUIRED TO HAVE BEEN OBTAINED TO DATE AND ALL THIRD
PARTY CONSENTS AND APPROVALS NECESSARY FOR THE CONSTRUCTION OF THE PROJECT OR
ANY PART THEREOF OR THE COMMENCEMENT OR CONTINUANCE OF CONSTRUCTION THEREON, AS
THE CASE MAY BE, INCLUDING BUT NOT LIMITED TO, WHERE APPROPRIATE, ALL REQUIRED
ENVIRONMENTAL PERMITS, ALL OF WHICH