OTHER LOAN DOCUMENTS TO WHICH BORROWER IS A PARTY, SHALL BE
SECURED TO THE EXTENT PROVIDED BY THE SECURITY DOCUMENTS.
3.2
FURTHER ASSURANCES.
PROVIDED THAT SUCH ACTION WOULD NOT VIOLATE
APPLICABLE SBA RULES AND REGULATIONS, BORROWER SHALL, AT ITS SOLE COST AND
EXPENSE, EXECUTE AND DELIVER TO LENDER ALL SUCH FURTHER DOCUMENTS, INSTRUMENTS
AND AGREEMENTS AND AGREE TO PERFORM ALL SUCH OTHER ACTS WHICH MAY BE REASONABLY
REQUIRED IN THE OPINION OF LENDER TO ENABLE LENDER TO EXERCISE AND ENFORCE ITS
RIGHTS AS THE SECURED PARTY OR BENEFICIARY UNDER THE SECURITY DOCUMENTS.
TO THE
EXTENT PERMITTED BY APPLICABLE LAW, BORROWER HEREBY AUTHORIZES LENDER TO FILE
FINANCING STATEMENTS AND CONTINUATION STATEMENTS WITH RESPECT TO THE SECURITY
INTERESTS GRANTED UNDER THE SECURITY DOCUMENTS IN FAVOR OF LENDER AND TO EXECUTE
SUCH FINANCING STATEMENTS AND CONTINUATION STATEMENTS ON BEHALF OF BORROWER.
4.
REPRESENTATIONS AND WARRANTIES
In order to induce Lender to provide the financial accommodations to Borrower
provided for herein and in the other Loan Documents, Borrower makes the
following warranties and representations to Lender, each of which will be
correct and true as of the Closing Date and on the date that each advance is
requested by Borrower:
4.1
CORPORATE EXISTENCE.
BORROWER (I) IS A CORPORATION DULY
ORGANIZED, LEGALLY EXISTING AND IN GOOD STANDING UNDER THE LAWS OF THE STATE OF
TEXAS, (II) IS DULY QUALIFIED OR LICENSED TO DO BUSINESS IN ALL OTHER
JURISDICTIONS WHEREIN THE BUSINESS TRANSACTED BY IT MAKES SUCH QUALIFICATION
NECESSARY, EXCEPT WHERE THE FAILURE TO SO QUALIFY COULD NOT REASONABLY BE
EXPECTED TO RESULT IN A MATERIAL ADVERSE CHANGE; (III) HAS THE REQUISITE POWER
AND AUTHORITY AND THE LEGAL RIGHT TO CONDUCT ITS BUSINESS AS NOW, HERETOFORE AND
PROPOSED TO BE CONDUCTED; AND (IV) IS IN COMPLIANCE WITH ITS CERTIFICATE OF
FORMATION AND BY-LAWS.
4.2
CORPORATE POWER AND AUTHORIZATION.
BORROWER IS DULY AUTHORIZED
AND EMPOWERED TO BORROW THE REVOLVING LOANS; AND BORROWER IS DULY AUTHORIZED AND
EMPOWERED TO EXECUTE, DELIVER AND PERFORM THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS TO WHICH IT IS A PARTY; AND ALL CORPORATE ACTION ON BORROWER'S PART
REQUISITE FOR THE DUE EXECUTION, DELIVERY AND PERFORMANCE OF THIS AGREEMENT AND
THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY HAS BEEN DULY AND EFFECTIVELY
TAKEN.
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4.3
OWNERSHIP OF PROPERTY; PERMITTED LIENS.
(A)
EXCEPT AS SET FORTH IN SCHEDULE 4.3(A), AND EXCEPT FOR FIXTURES
AND IMPROVEMENTS, OR REAL ESTATE THAT BORROWER HAS RECEIVED IN CONNECTION WITH
THE ENFORCEMENT OF ITS RIGHTS UNDER ANY NOTE RECEIVABLE, IN WHICH BORROWER HAS
GOOD AND INDEFEASIBLE TITLE, BORROWER DOES NOT OWN ANY REAL PROPERTY AND IS NOT
A LESSOR OR LESSEE UNDER ANY LEASE OTHER THAN THOSE LEASES THAT HAVE BEEN
PREVIOUSLY DISCLOSED TO LENDER.
(B)
EXCEPT FOR THE PERMITTED LIENS, NO PROPERTY OF BORROWER PLEDGED TO
LENDER HEREUNDER IS SUBJECT TO ANY LIEN.
4.4
CAPITAL STRUCTURE.
THE NUMBER AND NATURE OF ALL OUTSTANDING
SECURITIES OF BORROWER IS SET FORTH ON SCHEDULE 4.4.
ALL SUCH SHARES HAVE BEEN
DULY ISSUED AND ARE FULLY PAID AND