BY ANY AFFILIATE OF BORROWER. EXCEPT AS
DISCLOSED ON SCHEDULE 4, ALL LEASES AT EACH MORTGAGED PROPERTY CONSIST SOLELY OF
LEASES OF HOMESITES AND RELATED COMMON AREAS, AND NOT OF OTHER PORTIONS OF THE
MORTGAGED PROPERTY. EXCEPT AS DISCLOSED ON SCHEDULE 4, BORROWER DOES NOT OWN ANY
MANUFACTURED HOMES OR MOBILE HOMES, WHETHER OR NOT LOCATED AT THE MORTGAGED
PROPERTY. NO MATERIAL TERMINATION PAYMENTS OR FEES ARE DUE IN THE EVENT BORROWER
CANCELS OR TERMINATES ANY COMMERCIAL LEASES TO WHICH IT IS A PARTY.
(R)
THE ONLY HOMES BORROWER OWNS ARE LISTED ON SCHEDULE 13 HERETO
(EACH, A "MANAGER HOME").
SECTION 4.3.
SURVIVAL OF REPRESENTATIONS. BORROWER AGREES THAT
(I) ALL OF THE REPRESENTATIONS AND WARRANTIES OF BORROWER SET FORTH IN
SECTION 4.1 AND 4.2 AND IN THE OTHER LOAN DOCUMENTS DELIVERED ON THE CLOSING
DATE ARE MADE AS OF THE CLOSING DATE, AND (II) ALL REPRESENTATIONS AND
WARRANTIES MADE BY BORROWER SHALL SURVIVE THE DELIVERY OF THE NOTE AND MAKING OF
THE LOAN AND CONTINUE FOR SO LONG AS ANY AMOUNT REMAINS OWING TO LENDER UNDER
THIS AGREEMENT, THE NOTE OR ANY OF THE OTHER LOAN DOCUMENTS; PROVIDED, HOWEVER,
THAT THE REPRESENTATIONS SET FORTH IN SECTION 4.2(E) SHALL SURVIVE FOR FIVE
(5) YEARS FOLLOWING REPAYMENT OF THE INDEBTEDNESS. ALL REPRESENTATIONS,
WARRANTIES, COVENANTS AND AGREEMENTS MADE IN THIS AGREEMENT OR IN THE OTHER LOAN
DOCUMENTS SHALL BE DEEMED TO HAVE BEEN RELIED UPON BY LENDER NOTWITHSTANDING ANY
INVESTIGATION HERETOFORE OR HEREAFTER MADE BY LENDER OR ON LENDER'S BEHALF.
ARTICLE V.
AFFIRMATIVE COVENANTS
SECTION 5.1.
AFFIRMATIVE COVENANTS. BORROWER COVENANTS AND AGREES
THAT, FROM THE DATE HEREOF AND UNTIL PAYMENT IN FULL OF THE INDEBTEDNESS:
(A)
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 AS A LIMITED LIABILITY COMPANY,
AND ANY RIGHTS, LICENSES, PERMITS AND FRANCHISES NECESSARY FOR THE CONDUCT OF
ITS BUSINESS AND WILL COMPLY WITH ALL LEGAL REQUIREMENTS AND INSURANCE
REQUIREMENTS APPLICABLE TO IT AND TO EACH MORTGAGED PROPERTY IN ALL MATERIAL
RESPECTS. BORROWER SHALL AT ALL TIMES MAINTAIN, PRESERVE AND PROTECT ALL
FRANCHISES AND TRADE NAMES AND PRESERVE ALL THE REMAINDER OF ITS PROPERTY
NECESSARY FOR THE CONTINUED CONDUCT OF ITS BUSINESS AND KEEP THE MORTGAGED
PROPERTY IN GOOD REPAIR, WORKING ORDER AND CONDITION, EXCEPT FOR REASONABLE WEAR
AND USE (AND EXCEPT FOR CASUALTY LOSSES AS TO WHICH OTHER PROVISIONS HEREOF
SHALL GOVERN), AND FROM TIME TO TIME MAKE, OR CAUSE TO BE MADE, ALL REASONABLY
NECESSARY REPAIRS, RENEWALS, REPLACEMENTS, BETTERMENTS AND IMPROVEMENTS THERETO.
75
(B)
BASIC CARRYING COSTS AND OTHER CLAIMS; CONTEST.
(I)
SUBJECT TO BORROWER'S CONTEST RIGHTS SET FORTH IN
SECTION 5.1(B)(II) BELOW, BORROWER WILL PAY WHEN DUE (A) ALL BASIC CARRYING
COSTS WITH RESPECT TO BORROWER AND THE MORTGAGED PROPERTY; (B) ALL CLAIMS
(INCLUDING CLAIMS FOR LABOR, SERVICES, MATERIALS AND SUPPLIES) FOR SUMS THAT
HAVE BECOME DUE AND PAYABLE AND THAT BY LAW HAVE OR MAY BECOME A LIEN UPON ANY
OF THE MORTGAGED PROPERTY