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<br />10. The Grantor agrees to fully cooperate with the Lender and not to delay, impede or otherwise interfere
<br />with the efforts of the Lender to secure payment from the assets which secure the Liabilities including
<br />actions, proceedings, motions, orders, agreements or other matters relating to relief from automatic
<br />stay, abandonment of property, use of cash collateral and sale of the Lender's collateral free and clear
<br />of all liens.
<br />11. The Grantor has (a) without reliance on the Lender or any information received from the Lender and
<br />based upon the records and information the Grantor deems appropriate, made an independent
<br />investigation of the Borrower, the Borrower's business, assets, operations, prospects and condition,
<br />financial or otherwise, and any circumstances that may bear upon those transactions, the Borrower or
<br />the obligations, liabilities and risks undertaken pursuant to this agreement; (b) adequate means to
<br />obtain from the Borrower on a continuing basis information concerning the Borrower and the Lender
<br />has no duty to provide any information concerning the Borrower or other obligor on the Liabilities to
<br />the Grantor; (c) full and complete access to the Borrower and any and all records relating to any
<br />Liabilities now or in the future owing by the Borrower; (d) not relied and will not rely upon any
<br />representations or warranties of the Lender not embodied in this agreement or any acts taken by the
<br />Lender prior to or after the execution or other authentication and delivery of this agreement (including
<br />but not limited to any review by the Lender of the business, assets, operations, prospects and condition,
<br />financial or otherwise, of the Borrower); and (e) determined that the Grantor will receive benefit,
<br />directly or indirectly, and has or will receive fair and reasonably equivalent value, for the execution
<br />and delivery of this agreement and the rights provided to the Lender. By entering into this agreement,
<br />the Grantor does not intend: (i) to incur or believe that the Grantor will incur debts that would be
<br />beyond the Grantor's ability to pay as those debts mature; or (ii) to hinder, delay or defraud any
<br />creditor of the Grantor. The Grantor is neither engaged in nor about to engage in any business or
<br />transaction for which the remaining assets of the Grantor are unreasonably small in relation to the
<br />business or transaction, and any property remaining with the Grantor after the execution or other
<br />authentication of this agreement is not unreasonably small capital.
<br />Reinstatement. The Grantor agrees that to the extent any payment or transfer is received by the Lender in
<br />connection with the Liabilities, and all or any part of such payment or transfer is subsequently invalidated,
<br />declared to be fraudulent or preferential, set aside or required to be transferred or repaid by the Lender or
<br />paid over to a trustee, receiver or any other person or entity, whether under any bankruptcy act or otherwise
<br />(any of those payments or transfers is hereinafter referred to as a "Preferential Payment"), then this Deed of
<br />Trust shall continue to be effective or shall be reinstated, as the case may be, even if all Liabilities have
<br />been paid in full, and whether or not the Lender is in possession of this Deed of Trust or whether this Deed
<br />of Trust has been marked paid, cancelled, released or returned to the Borrower or the Grantor, and, to the
<br />extent of the payment or repayment or other transfer by the Lender, the Liabilities or part intended to be
<br />satisfied by the Preferential Payment shall be revived and continued in full force and effect as if the
<br />Preferential Payment had not been made. If this Deed of Trust must be reinstated, the Grantor agrees to
<br />execute and deliver to the Lender any new security agreements and financing statements, if necessary or if
<br />requested by the Lender, in form and substance acceptable to the Lender, covering the Premises. The
<br />obligations of Grantor under this section shall survive the termination of this Deed of Trust.
<br />26. Representations by the Grantor. Each Grantor represents that: (a) it owns the Premises in fee title
<br />subject only to the Permitted Encumbrances; (b) the execution and delivery of this Deed of Trust and the
<br />performance of the obligations it imposes do not violate any law, conflict with any agreement by which it is
<br />bound or require the consent or approval of any governmental authority or any third party; (c) this Deed of
<br />Trust is a valid and binding agreement enforceable according to its terms; (d) any balance sheets, profit and
<br />loss statements, and other financial statements furnished to the Lender in connection with the Liabilities are
<br />accurate and fairly reflect the financial condition of the organizations and persons to which they apply on
<br />their effective dates, including contingent liabilities of every type, which financial condition has not
<br />changed materially and adversely since those dates; and (e) it shall not permit any proceedings in
<br />foreclosure or otherwise that would affect the Premises. Each Grantor, other than a natural person, further
<br />represents that: (i) it is duly organized, validly existing and in good standing under the laws of the state
<br />where it is organized and in good standing in each state where it is doing business; and (ii) the execution
<br />and delivery of this Deed of Trust and the performance of the obligations it imposes (A) are within its
<br />powers and have been duly authorized by all necessary action of its governing body and (B) do not
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