OBLIGATIONS HEREUNDER,
INCLUDING THE OBLIGATION TO MAKE THE REVOLVER ADVANCES, ARE IMPOSED SOLELY AND
EXCLUSIVELY FOR THE BENEFIT OF TEXTRON, ITS SUCCESSORS AND ASSIGNS.
NO OTHER
PERSON OR ENTITY SHALL HAVE STANDING TO REQUIRE SATISFACTION OF THE CONDITIONS
IN ACCORDANCE WITH THEIR TERMS OR BE ENTITLED TO ASSUME THAT TEXTRON WILL REFUSE
TO MAKE THE REVOLVER ADVANCES IN THE ABSENCE OF STRICT COMPLIANCE WITH ANY OR
ALL OF THE CONDITIONS.
FURTHER, NO OTHER PERSON OR ENTITY SHALL, UNDER ANY
CIRCUMSTANCES, BE DEEMED TO BE A BENEFICIARY OF CONDITIONS, ANY AND ALL OF WHICH
MAY BE FREELY WAIVED IN WHOLE OR IN PART BY TEXTRON AT ANY TIME IF, IN TEXTRON'S
SOLE DISCRETION, TEXTRON DEEMS IT DESIRABLE TO DO SO.
IN PARTICULAR, TEXTRON
MAKES NO REPRESENTATIONS AND ASSUMES NO OBLIGATIONS AS TO ANY PERSONS OR
ENTITIES CONCERNING THE QUALITY OR CONDITION OF ANY OF THE IMPROVEMENTS NOW OR
HEREAFTER
5
CONSTRUCTED ON THE REAL PROPERTY OR THE ABSENCE THEREFROM OF DEFECTS.
IN THIS
CONNECTION, BORROWER SHALL INDEMNIFY TEXTRON AND SHALL DEFEND AND HOLD TEXTRON
HARMLESS FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, LOSSES, DAMAGES OR
EXPENSES RESULTING FROM THE DISBURSEMENT OF THE PROCEEDS OF THE LOAN OR FROM THE
CONDITION OF THE PROPERTY.
10.
ACCEPTABLE DOCUMENTS.
ALL DOCUMENTS, INSTRUMENTS AND MATERIALS TO
BE PROVIDED TO TEXTRON UNDER THIS LOAN AGREEMENT MUST BE ACCEPTABLE TO TEXTRON
IN ITS SOLE DISCRETION, AND THE REVOLVER ADVANCES SHALL NOT BE MADE HEREUNDER
UNLESS ALL OF SUCH CONDITIONS, INSTRUMENTS AND MATERIALS ARE ACCEPTABLE TO
TEXTRON IN ITS SOLE DISCRETION.
FOR ANY CONDITION OF THIS LOAN AGREEMENT WHICH
REQUIRES THE SUBMISSION OF EVIDENCE OF THE EXISTENCE OR NON-EXISTENCE OF A
SPECIFIED FACT OR FACTS, TEXTRON SHALL, AT ALL TIMES, BE FREE INDEPENDENTLY TO
ESTABLISH TO ITS SATISFACTION AND IN ITS ABSOLUTE DISCRETION SUCH EXISTENCE OR
NON-EXISTENCE.
11.
NO AGENCY.
TEXTRON IS NOT THE AGENT OR REPRESENTATIVE OF
BORROWER, AND BORROWER IS NOT THE AGENT OR REPRESENTATIVE OF TEXTRON, AND
NOTHING IN THIS LOAN AGREEMENT OR IN ANY OF THE LOAN DOCUMENTS SHALL BE
CONSTRUED TO MAKE TEXTRON LIABLE TO ANYONE FOR GOODS DELIVERED OR SERVICES
PERFORMED UPON THE PROPERTY, OR FOR DEBTS OR CLAIMS ACCRUING AGAINST BORROWER.
NOTHING HEREIN SHALL BE CONSTRUED TO CREATE A RELATIONSHIP EX CONTRACTU, EX
DELICTO, OR OTHERWISE BETWEEN TEXTRON AND ANY PERSON SUPPLYING LABOR, MATERIALS
OR ANY OTHER ITEM TO THE PROPERTY.
12.
DEBTOR AND CREDITOR.
TEXTRON AND BORROWER INTEND THAT THE
RELATIONSHIP BETWEEN THEM BE THAT OF CREDITOR AND DEBTOR ONLY.
NOTHING HEREIN
NOR THE ACTS OF THE PARTIES HERETO SHALL BE CONSTRUED TO CREATE A CO-TENANCY,
PARTNERSHIP, JOINT VENTURE OR SIMILAR RELATIONSHIP BETWEEN BORROWER AND
TEXTRON.
TEXTRON SHALL HAVE NO RESPONSIBILITY WHATSOEVER FOR THE DEBTS, LOSSES,
OBLIGATIONS OR DUTIES OF BORROWER OR THE GOLF PROPERTY.
BORROWER HEREBY
INDEMNIFIES TEXTRON AND AGREES TO DEFEND AND HOLD TEXTRON HARMLESS FROM AND
AGAINST ANY LIABILITY, CLAIM, DEMAND, OBLIGATION, ASSESSMENT, LOSS, COST, DAMAGE
OR EXPENSE OF ANY NATURE WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ANY AND ALL
JUDGMENTS, DECREES, SETTLEMENTS, AWARDS, COSTS, EXPENSES, ATTORNEYS'