OTHER
JURISDICTIONS WHERE IT IS REQUIRED TO BE QUALIFIED TO DO BUSINESS;
(B)
HAS PAID ALL TAXES WHICH IT OWES AND HAVE BECOME DUE AND PAYABLE
AND IS NOT CURRENTLY INVOLVED IN ANY DISPUTE WITH ANY TAXING AUTHORITY;
(C)
IS NOT NOW, NOR HAS EVER BEEN, PARTY TO ANY LAWSUIT, ARBITRATION,
SUMMONS, OR LEGAL PROCEEDING THAT RESULTED IN A JUDGMENT AGAINST IT THAT HAS NOT
BEEN PAID IN FULL;
(D)
HAS NO JUDGMENTS OR LIENS OF ANY NATURE AGAINST IT EXCEPT FOR TAX
LIENS NOT YET DUE AND THE PERMITTED ENCUMBRANCES;
(E)
HAS PROVIDED LENDER WITH COMPLETE FINANCIAL STATEMENTS THAT
REFLECT A FAIR AND ACCURATE VIEW OF THE ENTITY'S FINANCIAL CONDITION; AND
(F)
HAS NO MATERIAL CONTINGENT OR ACTUAL OBLIGATIONS NOT RELATED TO
THE PROPERTY.
Section 4.2
Survival of Representations.
Borrower agrees that all
of the representations and warranties of Borrower set forth in Section 4.1 and
elsewhere in this Agreement and in the other Loan Documents shall survive for so
long as any amount remains owing to Lender under this Agreement or any of the
other Loan Documents by Borrower.
All representations, warranties, covenants
and agreements made in this Agreement or in the other Loan Documents by Borrower
shall be deemed to have been relied upon by Lender notwithstanding any
investigation heretofore or hereafter made by Lender or on its behalf.
In the
event there are more than one Borrower, each Borrower's representations
regarding the Borrower are limited to such Borrower.
42
ARTICLE 5 - BORROWER COVENANTS
Section 5.1
Affirmative Covenants.
From the Modification Date and
until payment and performance in full of all obligations of Borrower under the
Loan Documents or the earlier release of the Lien of the Mortgage encumbering
the Property (and all related obligations) in accordance with the terms of this
Agreement and the other Loan Documents, Borrower hereby covenants and agrees
with Lender that:
5.1.1
EXISTENCE; COMPLIANCE WITH LEGAL REQUIREMENTS; INSURANCE.
BORROWER
SHALL DO OR CAUSE TO BE DONE ALL THINGS NECESSARY TO PRESERVE, RENEW AND KEEP IN
FULL FORCE AND EFFECT ITS EXISTENCE, RIGHTS, LICENSES, PERMITS AND FRANCHISES
AND COMPLY WITH ALL LEGAL REQUIREMENTS APPLICABLE TO IT AND THE PROPERTY.
BORROWER SHALL NOT COMMIT, NOR SHALL BORROWER PERMIT OR ANY OTHER PERSON IN
OCCUPANCY OF OR INVOLVED WITH THE OPERATION OR USE OF THE PROPERTY TO COMMIT ANY
ACT OR OMISSION AFFORDING THE FEDERAL GOVERNMENT OR ANY STATE OR LOCAL
GOVERNMENT THE RIGHT OF FORFEITURE AS AGAINST THE PROPERTY OR ANY PART THEREOF
OR ANY MONIES PAID IN PERFORMANCE OF BORROWER'S OBLIGATIONS UNDER ANY OF THE
LOAN DOCUMENTS.
BORROWER HEREBY COVENANTS AND AGREES NOT TO COMMIT, PERMIT OR
SUFFER TO EXIST ANY ACT OR OMISSION AFFORDING SUCH RIGHT OF FORFEITURE.
BORROWER SHALL AT ALL TIMES MAINTAIN, PRESERVE AND PROTECT ALL ITS FRANCHISES
AND TRADE NAMES AND PRESERVE ALL THE REMAINDER OF ITS PROPERTY USED OR USEFUL IN
THE CONDUCT OF ITS BUSINESS AND SHALL KEEP THE PROPERTY IN GOOD WORKING ORDER
AND REPAIR, AND FROM TIME TO TIME MAKE, OR CAUSE TO