VALUE.
5.9
REPRESENTATIONS AND WARRANTIES.
UNTIL
REPAYMENT OF THE NOTE AND ALL OTHER OBLIGATIONS SECURED BY THE DEED OF TRUST,
BORROWER SHALL ENSURE THAT THE REPRESENTATIONS AND WARRANTIES OF ARTICLE IV
REMAIN TRUE AND COMPLETE IN ALL MATERIAL RESPECTS.
17
5.10
TRADE NAMES.
BORROWER SHALL IMMEDIATELY NOTIFY
LENDER IN WRITING OF ANY CHANGE IN THE JURISDICTION OF ORGANIZATION OR PLACE OF
BUSINESS OF, OR THE CHANGE IN THE LEGAL, TRADE OR FICTITIOUS BUSINESS NAMES USED
BY BORROWER, AND LENDER IS HEREBY AUTHORIZED TO FILE OR RECORD ANY ADDITIONAL
FINANCING STATEMENTS, AMENDMENTS AND OTHER CERTIFICATES NECESSARY TO REFLECT ANY
SUCH CHANGES.
5.11
NO DISTRIBUTIONS.
DURING THE OCCURRENCE AND
CONTINUATION OF ANY EVENT OF DEFAULT, BORROWER WILL NOT, WITHOUT THE PRIOR
WRITTEN CONSENT OF LENDER IN ITS SOLE DISCRETION, MAKE ANY DISTRIBUTION OF
ASSETS TO ANY SHAREHOLDER OF BORROWER, WHETHER OR NOT SUCH A DISTRIBUTION IS
PERMITTED UNDER THE TERMS OF BORROWER'S BYLAWS, INCLUDING REPAYMENT OF ANY LOANS
MADE BY A SHAREHOLDER OF BORROWER TO BORROWER, RETURN OF CAPITAL CONTRIBUTIONS,
DISTRIBUTIONS UPON TERMINATION, LIQUIDATION OR DISSOLUTION OF BORROWER OR ANY
DEVELOPMENT, PROPERTY MANAGEMENT, ACCOUNTING OR OTHER FEES PAYABLE TO A
SHAREHOLDER OF BORROWER (UNLESS ANY SUCH FEE HAS BEEN APPROVED BY LENDER, IN
LENDER'S SOLE DISCRETION).
5.12
FUTURE DEVELOPMENT.
BORROWER SHALL NOT UNDERTAKE
ANY ON-SITE CONSTRUCTION, DEMOLITION OR REHABILITATION WORK ON THE LAND AT A
COST IN EXCESS OF $500,000 WITHOUT THE PRIOR WRITTEN CONSENT OF LENDER.
BORROWER SHALL NOTIFY LENDER OF ITS INTENTION TO UNDERTAKE ANY MATERIAL ON-SITE
CONSTRUCTION, DEMOLITION OR REHABILITATION WORK ON THE LAND REGARDLESS OF THE
COST THEREOF AND SHALL DEMONSTRATE TO LENDER'S REASONABLE SATISFACTION THAT
BORROWER HAS THE FUNDS AVAILABLE TO PAY FOR SUCH COSTS.
UPON REQUEST, BORROWER
SHALL DELIVER TO LENDER COPIES OF ANY PLANS, SPECIFICATIONS AND CONTRACTS
RELATING TO SUCH WORK AS LENDER SHALL REASONABLY REQUEST.
5.13
FURTHER ASSURANCES.
BORROWER SHALL EXECUTE AND
DELIVER FROM TIME TO TIME, PROMPTLY AFTER ANY REQUEST THEREFOR BY LENDER, ANY
AND ALL INSTRUMENTS, AGREEMENTS AND DOCUMENTS AND SHALL TAKE SUCH OTHER ACTION
AS MAY BE REASONABLY NECESSARY OR DESIRABLE IN THE OPINION OF LENDER TO
MAINTAIN, PERFECT OR INSURE LENDER'S SECURITY PROVIDED FOR HEREIN AND IN THE
OTHER LOAN DOCUMENTS, INCLUDING THE FILING OR RECORDING OF UCC RENEWAL
STATEMENTS OR AMENDMENTS, THE EXECUTION OF SUCH AMENDMENTS TO THE DEED OF TRUST
AND THE OTHER LOAN DOCUMENTS AND THE DELIVERY OF SUCH ENDORSEMENTS TO THE TITLE
COMPANY, ALL AS LENDER REASONABLY REQUIRES, AND SHALL PAY ALL FEES AND EXPENSES
(INCLUDING REASONABLE ATTORNEYS' FEES) RELATED THERETO OR INCURRED BY LENDER IN
CONNECTION THEREWITH.
5.14
NOTICE OF LITIGATION, ETC.
PROMPTLY UPON RECEIVING
NOTICE THEREOF, BORROWER WILL GIVE, OR CAUSE TO BE GIVEN, PROMPT WRITTEN NOTICE
TO LENDER OF (A) ANY ACTIONS OR PROCEEDING INSTITUTED BY OR AGAINST IT IN ANY
FEDERAL OR STATE COURT OR BEFORE ANY COMMISSION OR OTHER REGULATORY BODY,
FEDERAL, STATE OR LOCAL, FOREIGN OR DOMESTIC WHICH, IF ADVERSELY DETERMINED,
COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT OR WHICH WOULD
CONSTITUTE AN EVENT OF DEFAULT