DAY PRIOR TO THE ORIGINAL
MATURITY DATE; PROVIDED, HOWEVER, THAT BORROWER SHALL PAY THE REASONABLE
OUT-OF-POCKET COSTS INCURRED BY AGENT AND COLLATERAL AGENT IN CONNECTION WITH
THE GIVING OF ANY EXTENSION NOTICE AND ITS REVOCATION.
IF THE TERM OF THE LOAN
IS EXTENDED PURSUANT TO THE PROVISIONS OF THIS SECTION 3.22, THEN ALL THE OTHER
TERMS AND CONDITIONS OF THE LOAN DOCUMENTS SHALL REMAIN IN FULL FORCE AND EFFECT
AND UNMODIFIED.
ARTICLE IV.
REPRESENTATIONS AND WARRANTIES
SECTION 4.1.
REPRESENTATIONS AND WARRANTIES AS TO BORROWER.
BORROWER
REPRESENTS AND WARRANTS THAT, AS OF THE CLOSING DATE AND AS OF EACH ADVANCE
CLOSING DATE:
(A)
ORGANIZATION.
EACH BORROWER, GENERAL PARTNER AND 4200 HOLDINGS
(I) IS A DULY AND SOLELY ORGANIZED AND VALIDLY EXISTING LIMITED LIABILITY
COMPANY, OR AS THE CASE MAY BE, A LIMITED PARTNERSHIP, IN GOOD STANDING UNDER
THE LAWS OF THE STATE OF DELAWARE, (II) HAS THE REQUISITE POWER AND AUTHORITY TO
OWN ITS PROPERTIES (INCLUDING, WITHOUT LIMITATION, THE PROPERTY) AND TO CARRY ON
ITS BUSINESS AS NOW BEING CONDUCTED AND IS QUALIFIED TO DO BUSINESS IN THE
61
JURISDICTION IN WHICH THE PROPERTY IS LOCATED, AND (III) HAS THE REQUISITE POWER
TO EXECUTE AND DELIVER, AND PERFORM ITS OBLIGATIONS UNDER, THIS AGREEMENT, THE
NOTE AND ALL OF THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY.
(B)
AUTHORIZATION; NO CONFLICT; CONSENTS AND APPROVALS.
THE EXECUTION
AND DELIVERY BY BORROWER OF THIS AGREEMENT, THE NOTE AND EACH OF THE OTHER LOAN
DOCUMENTS, BORROWER'S PERFORMANCE OF ITS OBLIGATIONS HEREUNDER AND THEREUNDER
AND THE CREATION OF THE SECURITY INTERESTS AND LIENS PROVIDED FOR IN THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY (I) HAVE BEEN DULY
AUTHORIZED BY ALL REQUISITE ACTION ON THE PART OF BORROWER, GENERAL PARTNER AND
4200 HOLDINGS, AS APPLICABLE, (II) WILL NOT VIOLATE ANY PROVISION OF ANY LEGAL
REQUIREMENTS, ANY ORDER OF ANY COURT OR OTHER GOVERNMENTAL AUTHORITY, THE
ORGANIZATIONAL AGREEMENT OR ANY INDENTURE OR AGREEMENT OR OTHER INSTRUMENT TO
WHICH BORROWER, GENERAL PARTNER OR 4200 HOLDINGS IS A PARTY OR BY WHICH
BORROWER, GENERAL PARTNER OR 4200 HOLDINGS IS BOUND, AND (III) WILL NOT BE IN
CONFLICT WITH, RESULT IN A BREACH OF, OR CONSTITUTE (WITH DUE NOTICE OR LAPSE OF
TIME OR BOTH) A DEFAULT UNDER, OR RESULT IN THE CREATION OR IMPOSITION OF ANY
LIEN OF ANY NATURE WHATSOEVER UPON THE PROPERTY PURSUANT TO, ANY SUCH INDENTURE
OR AGREEMENT OR MATERIAL INSTRUMENT OTHER THAN THE LOAN DOCUMENTS. OTHER THAN
THOSE OBTAINED OR FILED ON OR PRIOR TO THE CLOSING DATE, NEITHER BORROWER,
GENERAL PARTNER NOR 4200 HOLDINGS ARE REQUIRED TO OBTAIN ANY CONSENT, APPROVAL
OR AUTHORIZATION FROM, OR TO FILE DECLARATION OR STATEMENT WITH, ANY
GOVERNMENTAL AUTHORITY OR OTHER AGENCY IN CONNECTION WITH OR AS A CONDITION TO
THE EXECUTION, DELIVERY OR PERFORMANCE OF THIS AGREEMENT, THE NOTE OR THE OTHER
LOAN DOCUMENTS EXECUTED AND DELIVERED BY BORROWER OR 4200 HOLDINGS.
(C)
ENFORCEABILITY.
THIS AGREEMENT, THE NOTE AND EACH OTHER LOAN
DOCUMENT EXECUTED BY BORROWER OR 4200 HOLDINGS IN