SECTION 3(35) OF ERISA) OR A "MULTIEMPLOYER PENSION PLAN" (WITHIN
THE MEANING OF SECTION 3(37)(A) OF ERISA).
4.11
COMPLIANCE. BORROWER AND, TO BORROWER'S BEST KNOWLEDGE, THE PROPERTY
AND THE USE THEREOF COMPLY IN ALL MATERIAL RESPECTS WITH ALL APPLICABLE LEGAL
REQUIREMENTS (INCLUDING WITH RESPECT TO PARKING AND APPLICABLE ZONING AND LAND
USE LAWS, REGULATIONS AND ORDINANCES). BORROWER IS NOT IN DEFAULT OR VIOLATION
OF ANY ORDER, WRIT, INJUNCTION, DECREE OR DEMAND OF ANY GOVERNMENTAL AUTHORITY,
THE VIOLATION OF WHICH MIGHT MATERIALLY ADVERSELY AFFECT THE CONDITION
(FINANCIAL OR OTHERWISE) OR BUSINESS OF BORROWER. THE PROPERTY IS USED
EXCLUSIVELY AS AN OFFICE BUILDING PROPERTY AND OTHER APPURTENANT AND RELATED
USES. IN THE EVENT THAT ALL OR ANY PART OF THE IMPROVEMENTS ARE DESTROYED OR
DAMAGED, SAID IMPROVEMENTS CAN BE LEGALLY RECONSTRUCTED TO THEIR CONDITION PRIOR
TO SUCH DAMAGE OR DESTRUCTION, AND THEREAFTER EXIST FOR THE SAME USE WITHOUT
VIOLATING ANY ZONING OR OTHER ORDINANCES APPLICABLE THERETO AND WITHOUT THE
NECESSITY OF OBTAINING ANY VARIANCES OR SPECIAL PERMITS. NO LEGAL PROCEEDINGS
ARE PENDING OR, TO THE KNOWLEDGE OF BORROWER, THREATENED WITH RESPECT TO THE
ZONING OF THE PROPERTY. NEITHER THE ZONING NOR ANY OTHER RIGHT TO CONSTRUCT, USE
OR OPERATE THE PROPERTY IS IN ANY WAY DEPENDENT UPON
30
OR RELATED TO ANY PROPERTY OTHER THAN THE PROPERTY. ALL CERTIFICATIONS, PERMITS,
LICENSES AND APPROVALS, INCLUDING CERTIFICATES OF COMPLETION AND OCCUPANCY
PERMITS REQUIRED FOR THE LEGAL USE, OCCUPANCY AND OPERATION OF THE PROPERTY
(COLLECTIVELY, THE "LICENSES"), HAVE BEEN OBTAINED AND ARE IN FULL FORCE AND
EFFECT. THE USE BEING MADE OF THE PROPERTY IS IN CONFORMITY WITH THE CERTIFICATE
OF OCCUPANCY ISSUED FOR THE PROPERTY AND ALL OTHER RESTRICTIONS, COVENANTS AND
CONDITIONS AFFECTING THE PROPERTY.
4.12
CONTRACTS. THERE ARE NO SERVICE, MAINTENANCE OR REPAIR CONTRACTS
AFFECTING THE PROPERTY THAT ARE NOT TERMINABLE ON ONE (1) MONTH'S NOTICE OR LESS
WITHOUT CAUSE AND WITHOUT PENALTY OR PREMIUM. ALL SERVICE, MAINTENANCE OR REPAIR
CONTRACTS AFFECTING THE PROPERTY HAVE BEEN ENTERED INTO AT ARMS-LENGTH IN THE
ORDINARY COURSE OF BORROWER'S BUSINESS (OR THAT OF ITS PREDECESSOR IN INTEREST)
AND PROVIDE FOR THE PAYMENT OF FEES IN AMOUNTS AND UPON TERMS COMPARABLE TO
EXISTING MARKET RATES.
4.13
FEDERAL RESERVE REGULATIONS; INVESTMENT COMPANY ACT. NO PART OF THE
PROCEEDS OF THE LOAN WILL BE USED FOR THE PURPOSE OF PURCHASING OR ACQUIRING ANY
"MARGIN STOCK" WITHIN THE MEANING OF REGULATION U OF THE BOARD OF GOVERNORS OF
THE FEDERAL RESERVE SYSTEM OR FOR ANY OTHER PURPOSE THAT WOULD BE INCONSISTENT
WITH SUCH REGULATION U OR ANY OTHER REGULATION OF SUCH BOARD OF GOVERNORS, OR
FOR ANY PURPOSE PROHIBITED BY LEGAL REQUIREMENTS OR ANY LOAN DOCUMENT. BORROWER
IS NOT (I) AN "INVESTMENT COMPANY" OR A COMPANY "CONTROLLED" BY AN "INVESTMENT
COMPANY," WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED;
(II) A "HOLDING COMPANY" OR A "SUBSIDIARY COMPANY" OF A "HOLDING COMPANY" OR AN
"AFFILIATE" OF EITHER A "HOLDING COMPANY" OR A "SUBSIDIARY COMPANY" WITHIN THE
MEANING OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935,