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<br />200609824
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<br />property is bound or affected, or any restriction to which it or its property is subject, (ii)
<br />the creation or acceleration of any lien or encumbrance on the property of Borrower, (iii)
<br />a violation of any order, writ, injunction, or decree by which Borrower is bound of any
<br />court, administrative agency, or governmental body, or (iv) the breach of the terms of
<br />Borrower's Articles of Organization and Operating Agreement.
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<br />(d) Disclosure: No representation or warranty of Borrower in this Security
<br />Instrument or any statement or certificate furnished or to be furnished by Borrower
<br />pursuant to this Security Instrument or in connection with the transactions contemplated
<br />herein contains or shall contain any untrue, inaccurate, or misleading statement of
<br />material fact or omits to state a material fact necessary in order to make a statement
<br />contained therein not misleading.
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<br />(e) Financial Information: The most recent annual financial statements of
<br />Borrower and the Guarantors, Raymond J. O'Connor and Jennifer S. O'Connor,
<br />delivered to Lender during the loan application process at Lender's request (the "Annual
<br />Financial Statements and Federal Income Tax Returns") accurately present the financial
<br />condition of the Borrower and Guarantors referred to therein, as of the dates therein
<br />indicated.
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<br />(f) Litigation: No suits, actions, governmental investigations or inquiries,
<br />proceeding (including, without limitation, condemnation or eminent domain
<br />proceedings), or other litigation is pending or, to the best of Borrower's knowledge,
<br />proposed or threatened, against or affecting Borrower, the Property, or the Collateral
<br />which, singularly or in the aggregate, if adversely determined, would materially inhibit
<br />or impair Borrower's ability to perform hereunder or reduce or restrict Borrower's
<br />interest in the Property or the Collateral, and Borrower knows of no basis for any such
<br />litigation.
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<br />(g) Loan Documents: All representations and warranties of Borrower contained
<br />in the Note, Assignment of Leases and Rents and the Hazardous Substances Certificate
<br />and Indemnity Agreement entered into by Borrower are true and accurate in all material
<br />respects to the extent not inconsistent with the representations and warranties of
<br />Borrower contained herein.
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<br />(h) Property: Neither the whole nor any portion of the Property is subject to any
<br />pending condemnation, taking, or other similar proceeding by any public or private
<br />authority, and, to the best of Borrower's knowledge, no such condemnation or taking is
<br />threatened or contemplated with respect to the Property. Borrower is unaware of and has
<br />not been notified of any plan, study, or effort by any governmental authority or agency
<br />which in any way affects or would affect the present use or zoning of the Property nor
<br />any existing, proposed, or contemplated plan to widen, modify, or realign any street or
<br />highway adjoining the Property. The Property and the occupancy by or operation of the
<br />Borrower's business at the Property is not in violation of any law or any building, zoning,
<br />fire, health, or other ordinance, code, or regulation, and neither Borrower nor any tenant
<br />has received any notice or request from any governmental authority, insurance company
<br />or board of fire underwriters alleging any such violation or requiring or calling attention
<br />to the need for any work, repairs, construction, alterations or installation on or in
<br />connection with the Property which has not been heretofore complied with. There exist
<br />adequate rights of egress from and ingress to the Property, and there is currently
<br />adequate access to all water, sewer, gas, electric, telephone, drainage, and other utility
<br />equipment and services required by law or necessary for the operation of the business
<br />currently operated on the Property, and, to the best of Borrower's knowledge, no fact,
<br />condition, or threatened or proposed action exists which would or could have the effect
<br />of diminishing such rights.
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<br />(i) Environmental Matters: For purposes of this Security Instrument,
<br />"Hazardous Substances" shall mean asbestos in a friable state or condition, non-
<br />contained polychlorinated biphenyls ("PCBS"), petroleum or petroleum products, and
<br />any hazardous or toxic waste or substance or related material defined or treated as a
<br />"hazardous substance" or "toxic substance" or "hazardous waste" or "toxic waste" (or
<br />comparable term) in the Comprehensive Environmental Response, Compensation and
<br />Liability Act (42 V.S.C. 9601, et seq.) ("CERCLA"), the Hazardous Materials
<br />Transportation Act (49 V.S.C. 1801, et seq.), the Resource Conservation and Recovery
<br />Act (42 V.S.C. 6901, et. seq.) ("RCRA"), or any other applicable federal, state or local
<br />statute, law or ordinance, and any rules and regulations promulgated thereunder (jointly,
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