OF
LIMITED PARTNERSHIP OF THE GENERAL PARTNER, WITHOUT OBTAINING THE PRIOR WRITTEN
CONSENT OF LENDER OR LENDER'S DESIGNEE.
5.2.4
CHANGE IN BUSINESS.
BORROWER SHALL NOT ENTER INTO
ANY LINE OF BUSINESS OTHER THAN THE OWNERSHIP AND OPERATION OF THE PROPERTY, OR
MAKE ANY MATERIAL CHANGE IN THE SCOPE OR NATURE OF ITS BUSINESS OBJECTIVES,
PURPOSES OR OPERATIONS, OR UNDERTAKE OR PARTICIPATE IN ACTIVITIES OTHER THAN THE
CONTINUANCE OF ITS PRESENT BUSINESS.
5.2.5
DEBT CANCELLATION.
BORROWER SHALL NOT CANCEL OR
OTHERWISE FORGIVE OR RELEASE ANY CLAIM OR DEBT (OTHER THAN TERMINATION OF LEASES
IN ACCORDANCE HEREWITH) OWED TO BORROWER BY ANY PERSON, EXCEPT FOR ADEQUATE
CONSIDERATION AND IN THE ORDINARY COURSE OF BORROWER'S BUSINESS.
5.2.6
AFFILIATE TRANSACTIONS.
BORROWER SHALL NOT ENTER
INTO, OR BE A PARTY TO, ANY TRANSACTION WITH AN AFFILIATE OF BORROWER OR ANY OF
THE PARTNERS OF BORROWER EXCEPT IN THE ORDINARY COURSE OF BUSINESS AND ON TERMS
WHICH ARE FULLY DISCLOSED TO LENDER IN ADVANCE AND ARE NO LESS FAVORABLE TO
BORROWER OR SUCH AFFILIATE THAN WOULD BE OBTAINED IN A COMPARABLE ARM'S-LENGTH
TRANSACTION WITH AN UNRELATED THIRD PARTY.
5.2.7
ZONING.
BORROWER SHALL NOT INITIATE OR CONSENT TO
ANY ZONING RECLASSIFICATION OF ANY PORTION OF THE PROPERTY OR SEEK ANY VARIANCE
UNDER ANY EXISTING ZONING ORDINANCE OR USE OR PERMIT THE USE OF ANY PORTION OF
THE PROPERTY IN ANY MANNER THAT COULD RESULT IN SUCH USE BECOMING A
NON-CONFORMING USE UNDER ANY ZONING ORDINANCE OR ANY OTHER APPLICABLE LAND USE
LAW, RULE OR REGULATION, WITHOUT THE PRIOR CONSENT OF LENDER.
5.2.8
ASSETS.
BORROWER SHALL NOT PURCHASE OR OWN ANY
PROPERTIES OTHER THAN THE PROPERTY OWNED BY BORROWER AS OF THE CLOSING DATE AS
REFLECTED IN THE APPLICABLE TITLE INSURANCE POLICY.
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5.2.9
DEBT.
BORROWER SHALL NOT CREATE, INCUR OR ASSUME
ANY INDEBTEDNESS OTHER THAN THE DEBT EXCEPT TO THE EXTENT EXPRESSLY PERMITTED
HEREBY.
5.2.10
NO JOINT ASSESSMENT.
BORROWER SHALL NOT SUFFER, PERMIT
OR INITIATE THE JOINT ASSESSMENT OF THE PROPERTY WITH (A) ANY OTHER REAL
PROPERTY CONSTITUTING A TAX LOT SEPARATE FROM THE PROPERTY, OR (B) ANY PORTION
OF THE PROPERTY WHICH MAY BE DEEMED TO CONSTITUTE PERSONAL PROPERTY, OR ANY
OTHER PROCEDURE WHEREBY THE LIEN OF ANY TAXES WHICH MAY BE LEVIED AGAINST SUCH
PERSONAL PROPERTY SHALL BE ASSESSED OR LEVIED OR CHARGED TO THE PROPERTY.
5.2.11
INTENTIONALLY OMITTED.
5.2.12
ERISA.
(A)
BORROWER SHALL NOT ENGAGE IN ANY
TRANSACTION WHICH WOULD CAUSE ANY OBLIGATION, OR ACTION TAKEN OR TO BE TAKEN,
HEREUNDER (OR THE EXERCISE BY LENDER OF ANY OF ITS RIGHTS UNDER THE NOTE, THIS
AGREEMENT OR THE OTHER LOAN DOCUMENTS) TO BE A NON-EXEMPT (UNDER A STATUTORY OR
ADMINISTRATIVE CLASS EXEMPTION) PROHIBITED TRANSACTION UNDER ERISA.
(B)
BORROWER FURTHER COVENANTS AND AGREES TO
DELIVER TO LENDER SUCH CERTIFICATIONS OR OTHER EVIDENCE FROM TIME TO TIME
THROUGHOUT THE TERM OF THE LOAN, AS REQUESTED BY LENDER IN ITS SOLE DISCRETION,
THAT (A) BORROWER IS NOT AND DOES NOT MAINTAIN AN "EMPLOYEE BENEFIT PLAN" AS
DEFINED IN SECTION 3(3) OF ERISA, WHICH IS SUBJECT TO