THE OFFICES IN WHICH THE SAME ARE TO
BE RECORDED.
BORROWER SHALL PAY ALL DOCUMENTARY, INTANGIBLE, RECORDING AND/OR
REGISTRATION TAXES AND/OR FEES DUE UPON THE NOTE, THE DEED OF TRUST, THE
FINANCING STATEMENT AND/OR THE OTHER LOAN DOCUMENTS.
(B)
TITLE INSURANCE.
LENDER SHALL HAVE RECEIVED AN UNCONDITIONAL
COMMITMENT FROM THE TITLE COMPANY TO ISSUE THE TITLE POLICY.
(C)
BROKERS' AFFIDAVIT.
BROKERS SHALL HAVE EXECUTED AND DELIVERED TO
LENDER AN AFFIDAVIT TO THE EFFECT THAT BROKERS HAVE ARRANGED THIS TRANSACTION
AND BEEN PAID A FEE IN CONNECTION THEREWITH AND THAT BROKERS ARE CURRENTLY
LICENSED REAL ESTATE BROKERS UNDER THE LAWS OF THE STATE OF CALIFORNIA TO WHICH
AFFIDAVIT A COPY OF SAID BROKERS' LICENSES SHALL BE ATTACHED.
(D)
CONDITIONS FOR DISBURSEMENT.
BORROWER SHALL HAVE SATISFIED ALL
CONDITIONS FOR DISBURSEMENT SET FORTH IN ARTICLE III.
(E)
TAX AND INSURANCE DEPOSIT ACCOUNT.
BORROWER SHALL HAVE
ESTABLISHED IN BORROWER'S NAME, THE TAX AND INSURANCE DEPOSIT ACCOUNT WITH A
FINANCIAL INSTITUTION REASONABLY APPROVED BY LENDER, AND SHALL HAVE FUNDED THE
INITIAL DEPOSIT, AND PREMIUMS FOR THE 12-MONTH PERIOD FOLLOWING THE CLOSING DATE
SHALL HAVE BEEN PAID FOR ALL INSURANCE REQUIRED TO BE MAINTAINED BY BORROWER.
10
(F)
RECORDATION OF DEED OF TRUST.
THE DEED OF TRUST SHALL HAVE BEEN
RECORDED IN THE OFFICIAL RECORDS IN FULL COMPLIANCE WITH THE LETTER OF TITLE AND
ESCROW INSTRUCTIONS FROM THE LENDER TO THE ESCROW HOLDER.
(G)
NO DEFAULTS.
AS OF THE CLOSING DATE, NO DEFAULT OR EVENT OF
DEFAULT UNDER THIS AGREEMENT OR UNDER ANY OF THE OTHER LOAN DOCUMENTS SHALL HAVE
OCCURRED AND BE CONTINUING, AND NO EVENT SHALL HAVE OCCURRED WHICH, UPON THE
SERVICE OF NOTICE AND/OR THE LAPSE OF TIME, WOULD CONSTITUTE AN EVENT OF DEFAULT
THEREUNDER.
(H)
LIABILITIES.
EXCEPT FOR THE CURRENT BANKRUPTCY, AND EXCEPT AS
SET FORTH ON SCHEDULE 2.1(H) ATTACHED HERETO, THERE IS NO LITIGATION,
ADMINISTRATIVE PROCEEDING, INVESTIGATION OR OTHER LEGAL PROCEEDING PENDING OR,
TO BORROWER'S KNOWLEDGE, THREATENED, WHICH WOULD HAVE A MATERIAL ADVERSE EFFECT.
(I)
RESERVE ACCOUNT.
BORROWER SHALL HAVE ESTABLISHED IN BORROWER'S
NAME, THE RESERVE ACCOUNT WITH A FINANCIAL INSTITUTION APPROVED BY LENDER, AND
SHALL HAVE FUNDED THE RESERVE DEPOSIT.
(J)
ADDITIONAL CONDITIONS TO DISBURSEMENT OF LOAN AMOUNT.
IN
ADDITION TO THE SATISFACTION OF EACH OF THE CONDITIONS SET FORTH ABOVE IN THIS
ARTICLE II, AND THE APPLICABLE CONDITIONS SPECIFIED IN ARTICLE III BELOW, LENDER
MAY CONDITION THE DISBURSEMENT OF THE LOAN AMOUNT UPON LENDER'S RECEIPT AND
APPROVAL OF EACH OF THE ADDITIONAL ITEMS SET FORTH IN EXHIBIT B HERETO.
(K)
REPRESENTATIONS AND WARRANTIES.
THE REPRESENTATIONS AND
WARRANTIES OF BORROWER UNDER ARTICLE IV SHALL BE TRUE AND CORRECT IN ALL
MATERIAL RESPECTS THROUGH THE CLOSING DATE.
(L)
BANKRUPTCY COURT ORDER.
THE BANKRUPTCY COURT SHALL HAVE ENTERED
FINDINGS AND AN ORDER IN FORM AND SUBSTANCE REASONABLY APPROVED BY LENDER
APPROVING THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND PROVIDING THAT THE
LOAN AND THE TRANSACTION CONTEMPLATED HEREBY WAS EXTENDED BY LENDER IN GOOD
FAITH, AS PROVIDED IN SECTION 364(E) OF THE BANKRUPTCY CODE, AND THAT LENDER IS
ENTITLED TO ALL