AS EXPRESSLY DISCLOSED TO LENDER IN WRITING, NO PETITION IN
BANKRUPTCY HAS BEEN FILED AGAINST BORROWER, OR TO THE BEST OF BORROWER'S
KNOWLEDGE, ANY CONSTITUENT PERSON IN THE LAST SEVEN (7) YEARS, AND NEITHER
BORROWER, NOR TO THE BEST OF BORROWER'S KNOWLEDGE, ANY CONSTITUENT PERSON IN THE
LAST SEVEN (7) YEARS HAS EVER MADE AN ASSIGNMENT FOR THE BENEFIT OF CREDITORS OR
TAKEN ADVANTAGE OF ANY INSOLVENCY ACT FOR THE BENEFIT OF DEBTORS.
NEITHER
BORROWER NOR ANY OF ITS CONSTITUENT PERSONS ARE CONTEMPLATING EITHER THE FILING
OF A PETITION BY IT UNDER ANY STATE OR FEDERAL BANKRUPTCY OR INSOLVENCY LAWS OR
THE LIQUIDATION OF ALL OR A MAJOR PORTION OF BORROWER'S ASSETS OR PROPERTY, AND
BORROWER HAS NO KNOWLEDGE OF ANY PERSON CONTEMPLATING THE FILING OF ANY SUCH
PETITION AGAINST IT OR SUCH CONSTITUENT PERSONS.
4.1.8
FULL AND ACCURATE DISCLOSURE.
TO BORROWER'S KNOWLEDGE, NO
STATEMENT OF FACT MADE BY BORROWER IN THIS AGREEMENT OR IN ANY OF THE OTHER LOAN
DOCUMENTS CONTAINS ANY UNTRUE STATEMENT OF A MATERIAL FACT OR OMITS TO STATE ANY
MATERIAL FACT NECESSARY TO MAKE STATEMENTS CONTAINED HEREIN OR THEREIN NOT
MISLEADING.
THERE IS NO MATERIAL FACT PRESENTLY KNOWN TO
50
BORROWER WHICH HAS NOT BEEN DISCLOSED TO LENDER WHICH ADVERSELY AFFECTS, NOR AS
FAR AS BORROWER CAN FORESEE, MIGHT ADVERSELY AFFECT, ANY INDIVIDUAL PROPERTY OR
THE BUSINESS, OPERATIONS OR CONDITION (FINANCIAL OR OTHERWISE) OF BORROWER.
4.1.9
NO PLAN ASSETS.
NO BORROWER IS 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 "PLAN ASSETS" OF ONE OR MORE
SUCH PLANS WITHIN THE MEANING OF 29 C.F.R. SECTION 2510.3-101.
IN ADDITION,
(A) NO BORROWER IS A "GOVERNMENTAL PLAN" WITHIN THE MEANING OF SECTION 3(32) OF
ERISA AND (B) TRANSACTIONS BY OR WITH BORROWER ARE NOT SUBJECT TO STATE STATUTES
REGULATING INVESTMENT OF, AND 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.
TO BORROWER'S KNOWLEDGE, BORROWER AND THE PROPERTIES
AND THE USE THEREOF COMPLY IN ALL MATERIAL RESPECTS WITH ALL APPLICABLE LEGAL
REQUIREMENTS, INCLUDING, WITHOUT LIMITATION, BUILDING AND ZONING ORDINANCES AND
CODES.
TO THE BEST OF BORROWER'S KNOWLEDGE AFTER DUE INQUIRY, BORROWER IS NOT
IN DEFAULT OR VIOLATION OF ANY ORDER, WRIT, INJUNCTION, DECREE OR DEMAND OF ANY
GOVERNMENTAL AUTHORITY.
THERE HAS NOT BEEN COMMITTED BY BORROWER OR TO
BORROWER'S KNOWLEDGE, ANY OTHER PERSON IN OCCUPANCY OF OR INVOLVED WITH THE
OPERATION OR USE OF THE PROPERTIES ANY ACT OR OMISSION AFFORDING THE FEDERAL
GOVERNMENT OR ANY OTHER GOVERNMENTAL AUTHORITY THE RIGHT OF FORFEITURE AS
AGAINST ANY INDIVIDUAL PROPERTY OR ANY PART THEREOF OR ANY MONIES PAID IN
PERFORMANCE OF BORROWER'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,