RESTRICTION, LITIGATION OR PROCEEDING (OR TO
GUARANTOR'S KNOWLEDGE, THREATENED LITIGATION OR PROCEEDING OR BASIS THEREFOR)
RELATING TO GUARANTOR EXISTS, (I) WHICH ARE LIKELY TO RESULT IN A MATERIAL
ADVERSE EFFECT; (II) WHICH WOULD CONSTITUTE AN EVENT OF DEFAULT UNDER THIS
COMPLETION GUARANTY, THE ENVIRONMENTAL INDEMNITY AGREEMENT, THE LIMITED
GUARANTY, OR ANY OF THE LOAN DOCUMENTS; OR (III) WHICH WOULD CONSTITUTE SUCH AN
EVENT OF DEFAULT WITH THE GIVING OF NOTICE OR LAPSE OF TIME OR BOTH.
19.
ADDITIONAL COVENANTS OF GUARANTOR.
(A)
GUARANTOR SHALL DELIVER OR CAUSE TO BE DELIVERED TO LENDER THOSE
REPORTS AND FINANCIAL STATEMENTS SET FORTH BELOW.
ALL SUCH FINANCIAL STATEMENTS
SHALL BE INTERNALLY PREPARED AND SHALL FAIRLY AND ACCURATELY PRESENT IN ALL
MATERIAL RESPECTS THE ASSETS, LIABILITIES AND FINANCIAL CONDITIONS OF GUARANTOR
AND SUCH OTHER PERSONS, IF ANY, DESCRIBED THEREIN AS OF AND FOR THE PERIODS
ENDING OF SUCH DATES SET FORTH THEREIN.
(I)
A DISCLOSURE OF ANY JUDGMENTS AND PENDING OR THREATENED MATERIAL
LITIGATION AGAINST GUARANTOR, BORROWER OR THE PROPERTY PROMPTLY UPON GUARANTOR'S
AWARENESS OF SUCH LITIGATION;
16
(II)
ON OR BEFORE APRIL 30 OF EACH YEAR DURING THE TERM OF THE LOAN,
FEDERAL AND STATE INCOME TAX RETURNS OF GUARANTOR, ALL CERTIFIED TO BE TRUE,
COMPLETE AND CORRECT BY AN AUTHORIZED REPRESENTATIVE OF GUARANTOR, AS
APPROPRIATE; PROVIDED, THAT IF AN EXTENSION IS FILED BY GUARANTOR WITH THE
INTERNAL REVENUE SERVICE OR APPLICABLE STATE REVENUE DEPARTMENT, THEN IF LENDER
IS PROVIDED A TRUE, CORRECT AND COMPLETE COPY OF SUCH EXTENSION, GUARANTOR MAY
DELIVER SUCH INCOME TAX RETURNS TO LENDER SIMULTANEOUSLY UPON THE FILING
THEREOF;
(III)
WITHIN NINETY (90) DAYS OF THE END OF EACH FISCAL YEAR,
COMPLETED, SIGNED AND DATED ANNUAL FINANCIAL STATEMENTS, INCLUDING INCOME
STATEMENTS AND BALANCE SHEETS, OF GUARANTOR, WITH SUCH VERIFICATIONS, SUPPORTING
DOCUMENTATION OR ADDITIONAL STATEMENTS AS LENDER MAY REASONABLY REQUEST,
CERTIFIED BY AN OFFICER OF GUARANTOR AS BEING TRUE, CORRECT AND COMPLETE; AND
(IV)
GUARANTOR SHALL PROVIDE, FROM TIME TO TIME DURING THE TERM HEREOF,
SUCH OTHER INFORMATION AND REPORTS, FINANCIAL AND OTHERWISE, CONCERNING
BORROWER, GUARANTOR AND THE PROPERTY AS LENDER MAY REASONABLY REQUEST.
(B)
UPON DEMAND BY LENDER, AT ANY TIME AND FROM TIME TO TIME, WHETHER
OR NOT AN EVENT OF DEFAULT HAS OCCURRED UNDER THE NOTE, THE LOAN AGREEMENT OR
ANY OTHER LOAN DOCUMENT, GUARANTOR SHALL EXECUTE A REAFFIRMATION OF AND SHALL
REMAKE THIS COMPLETION GUARANTY AS OF SUCH DATE.
FAILURE OF GUARANTOR TO
REAFFIRM AND REMAKE THIS COMPLETION GUARANTY AT ANY TIME, ON DEMAND, SHALL BE AN
EVENT OF DEFAULT HEREUNDER AND UNDER THE NOTE, THE LOAN AGREEMENT AND THE OTHER
LOAN DOCUMENTS, WITHOUT NOTICE OR OPPORTUNITY TO CURE.
20.
JURISDICTION AND VENUE.
(A)
TO THE MAXIMUM EXTENT PERMITTED BY LAW, GUARANTOR AND LENDER EACH
HEREBY AGREES THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THIS
COMPLETION GUARANTY BE TRIED AND DETERMINED IN A FEDERAL COURT OR STATE COURT
LOCATED IN THE COMMONWEALTH OF VIRGINIA.
(B)
TO THE MAXIMUM EXTENT PERMITTED BY LAW, GUARANTOR AND LENDER EACH
HEREBY EXPRESSLY WAIVES ANY RIGHT IT MAY HAVE