HOLD ITS ASSETS IN ITS OWN NAME;
(XVII)
HAS CONDUCTED AND WILL CONDUCT ITS BUSINESS IN ITS
NAME OR IN A NAME FRANCHISED OR LICENSED TO IT BY AN ENTITY OTHER THAN AN
AFFILIATE OF BORROWER;
(XVIII)
HAS MAINTAINED AND WILL MAINTAIN ITS BALANCE SHEETS,
OPERATING STATEMENTS AND OTHER ENTITY DOCUMENTS SEPARATE FROM ANY OTHER PERSON
AND HAS NOT PERMITTED AND WILL NOT PERMIT ITS ASSETS TO BE LISTED AS ASSETS ON
THE FINANCIAL STATEMENT OF ANY OTHER ENTITY EXCEPT AS REQUIRED OR PERMITTED BY
APPLICABLE ACCOUNTING PRINCIPLES ACCEPTABLE TO LENDER, CONSISTENTLY APPLIED;
PROVIDED, HOWEVER, THAT (I) ANY SUCH CONSOLIDATED FINANCIAL STATEMENT SHALL
CONTAIN A NOTE INDICATING THAT IT MAINTAINS SEPARATE BALANCE SHEETS AND
OPERATING STATEMENTS FOR THE BORROWER AND THE PROPERTY, OR (II) IF SUCH PERSON
IS CONTROLLED BY SOLE MEMBER, THEN SUCH PERSON MAY BE INCLUDED IN THE
CONSOLIDATED FINANCIAL STATEMENT OF SOLE MEMBER PROVIDED SUCH CONSOLIDATED
FINANCIAL STATEMENT CONTAINS A NOTE INDICATING THAT IT MAINTAINS SEPARATE
FINANCIAL RECORDS FOR EACH PERSON CONTROLLED BY SOLE MEMBER;
(XIX)
HAS A SUFFICIENT NUMBER OF EMPLOYEES IN LIGHT OF
ITS CONTEMPLATED BUSINESS OPERATIONS, WHICH MAY BE NONE;
(XX)
HAS OBSERVED AND WILL OBSERVE ALL PARTNERSHIP,
CORPORATE, LIMITED LIABILITY COMPANY OR DELAWARE STATUTORY TRUST FORMALITIES, AS
APPLICABLE;
(XXI)
HAS AND WILL HAVE NO INDEBTEDNESS (INCLUDING
LOANS (WHETHER OR NOT SUCH LOANS ARE EVIDENCED BY A WRITTEN AGREEMENT) BETWEEN
BORROWER AND ANY AFFILIATES OF BORROWER AND RELATING TO THE MANAGEMENT OF FUNDS
IN THE CUSTODIAL ACCOUNT MAINTAINED BY THE MANAGER) OTHER THAN (I) THE LOAN,
(II) LIABILITIES INCURRED IN THE ORDINARY COURSE OF BUSINESS RELATING TO THE
OWNERSHIP AND OPERATION OF THE PROPERTY AND THE ROUTINE ADMINISTRATION OF
BORROWER, WHICH LIABILITIES ARE NOT MORE THAN SIXTY (60) DAYS PAST THE DATE
INCURRED (UNLESS DISPUTED IN ACCORDANCE WITH APPLICABLE LAW), ARE NOT EVIDENCED
BY A NOTE AND ARE PAID WHEN DUE, AND WHICH AMOUNTS ARE NORMAL AND REASONABLE
UNDER THE CIRCUMSTANCES AND DO NOT IN ANY EVENT EXCEED $100,000 IN THE
AGGREGATE, AND (III) SUCH OTHER LIABILITIES THAT ARE PERMITTED PURSUANT TO THIS
AGREEMENT;
(XXII)
HAS NOT AND WILL NOT ASSUME OR GUARANTEE OR BECOME
OBLIGATED FOR THE DEBTS OF ANY OTHER PERSON OR HOLD OUT ITS CREDIT AS BEING
AVAILABLE TO SATISFY THE OBLIGATIONS OF ANY OTHER PERSON EXCEPT AS OTHERWISE
PERMITTED PURSUANT TO THIS AGREEMENT;
16
(XXIII)
HAS NOT AND WILL NOT ACQUIRE OBLIGATIONS OR
SECURITIES OF ITS PARTNERS, MEMBERS, BENEFICIARIES OR SHAREHOLDERS OR ANY OTHER
AFFILIATE;
(XXIV)
HAS ALLOCATED AND WILL ALLOCATE FAIRLY AND REASONABLY
ANY OVERHEAD EXPENSES THAT ARE SHARED WITH ANY AFFILIATE, INCLUDING, BUT NOT
LIMITED TO, PAYING FOR SHARED OFFICE SPACE AND SERVICES PERFORMED BY ANY
EMPLOYEE OF AN AFFILIATE;
(XXV)
HAS NOT MAINTAINED OR USED, AND WILL NOT MAINTAIN OR
USE, INVOICES AND CHECKS BEARING THE NAME OF ANY OTHER PERSON, PROVIDED,
HOWEVER, THAT MANAGER, ON BEHALF OF SUCH PERSON, MAY MAINTAIN AND USE INVOICES
AND CHECKS BEARING MANAGER'S NAME;
(XXVI)
HAS NOT PLEDGED AND WILL NOT PLEDGE ITS ASSETS FOR THE
BENEFIT OF ANY OTHER