(II) INCIDENTAL PERSONAL PROPERTY NECESSARY FOR THE OPERATION OF
THE PROPERTY;
(10)
IS NOT ENGAGED AND WILL NOT ENGAGE, EITHER DIRECTLY OR INDIRECTLY,
IN ANY BUSINESS OTHER THAN THE OWNERSHIP, MANAGEMENT AND OPERATION OF THE
PROPERTY;
(11)
WILL NOT ENTER INTO ANY CONTRACT OR AGREEMENT WITH ANY GENERAL
PARTNER, PRINCIPAL, AFFILIATE OR MEMBER OF BORROWER, AS APPLICABLE, OR ANY
AFFILIATE OF ANY GENERAL PARTNER, PRINCIPAL OR MEMBER OF BORROWER, EXCEPT UPON
TERMS AND CONDITIONS THAT ARE INTRINSICALLY FAIR AND SUBSTANTIALLY SIMILAR TO
THOSE THAT WOULD BE AVAILABLE ON AN ARMS-LENGTH BASIS WITH THIRD PARTIES OTHER
THAN AN AFFILIATE;
(12)
HAS NOT INCURRED AND WILL NOT INCUR ANY DEBT, SECURED OR UNSECURED,
DIRECT OR CONTINGENT (INCLUDING GUARANTEEING ANY OBLIGATION), OTHER THAN (I) THE
DEBT, AND (II) TRADE PAYABLES OR ACCRUED EXPENSES INCURRED IN THE ORDINARY
COURSE OF BUSINESS OF OPERATING THE PROPERTY CUSTOMARILY SATISFIED WITHIN THIRTY
(30) DAYS NOT EVIDENCED BY A NOTE AND IN AN AGGREGATE AMOUNT NOT TO EXCEED TWO
PERCENT (2.0%) OF THE EXISTING PRINCIPAL BALANCE OF THE NOTE, AND NO OTHER DEBT
WILL BE SECURED (SENIOR, SUBORDINATE OR PARI PASSU) BY THE PROPERTY;
(13)
HAS NOT MADE AND WILL NOT MAKE ANY LOANS OR ADVANCES TO ANY THIRD
PARTY (INCLUDING ANY AFFILIATE);
(14)
IS AND WILL BE SOLVENT AND PAY ITS DEBTS FROM ITS ASSETS AS THE
SAME SHALL BECOME DUE;
(15)
HAS DONE OR CAUSED TO BE DONE AND WILL DO ALL THINGS NECESSARY TO
PRESERVE ITS EXISTENCE, AND WILL OBSERVE ALL FORMALITIES APPLICABLE TO IT;
(16)
WILL CONDUCT AND OPERATE ITS BUSINESS IN ITS OWN NAME AND AS
PRESENTLY CONDUCTED AND OPERATED;
(17)
WILL MAINTAIN FINANCIAL STATEMENTS, BOOKS AND RECORDS AND BANK
ACCOUNTS SEPARATE FROM THOSE OF ITS AFFILIATES, INCLUDING, WITHOUT LIMITATION,
ITS GENERAL PARTNERS OR MEMBERS, AS APPLICABLE;
(18)
WILL BE, AND AT ALL TIMES WILL HOLD ITSELF OUT TO THE PUBLIC AS, A
LEGAL ENTITY SEPARATE AND DISTINCT FROM ANY OTHER ENTITY (INCLUDING, WITHOUT
LIMITATION, ANY AFFILIATE, GENERAL PARTNER, OR MEMBER, AS APPLICABLE, OR ANY
AFFILIATE OF ANY GENERAL PARTNER OR MEMBER OF BORROWER, AS APPLICABLE) AND WILL
CORRECT ANY KNOWN MISUNDERSTANDING CONCERNING ITS SEPARATE IDENTITY;
(19)
WILL FILE ITS OWN TAX RETURNS;
46
(20)
WILL MAINTAIN ADEQUATE CAPITAL FOR THE NORMAL OBLIGATIONS
REASONABLY FORESEEABLE IN A BUSINESS OF ITS SIZE AND CHARACTER AND IN LIGHT OF
ITS CONTEMPLATED BUSINESS OPERATIONS;
(21)
WILL ESTABLISH AND MAINTAIN AN OFFICE THROUGH WHICH ITS BUSINESS
WILL BE CONDUCTED SEPARATE AND APART FROM THOSE OF ITS AFFILIATES OR SHALL
ALLOCATE FAIRLY AND REASONABLY ANY OVERHEAD AND EXPENSE FOR SHARED OFFICE SPACE;
(22)
WILL NOT COMMINGLE THE FUNDS AND OTHER ASSETS OF BORROWER WITH
THOSE OF ANY GENERAL PARTNER, MEMBER, AFFILIATE, PRINCIPAL OR ANY OTHER PERSON;
(23)
HAS AND WILL MAINTAIN ITS ASSETS IN SUCH A MANNER THAT IT IS NOT
COSTLY OR DIFFICULT TO SEGREGATE, ASCERTAIN OR IDENTIFY ITS INDIVIDUAL ASSETS
FROM THOSE OF ANY AFFILIATE OR ANY OTHER PERSON;
(24)
DOES NOT AND WILL NOT HOLD ITSELF OUT TO BE RESPONSIBLE FOR THE
DEBTS OR