6.3 EDSR 07-20-2015 - Laserfiche WebLink

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(e) Pay Charges. Immediately pay all loan charges including, but not limited to: (i) Lender's attorneys' fees; (ii) title insurance fees, costs and premiums; (iii) mortgage registration taxes and filing fees of the Mortgage and any other instruments required under this Agreement. (fj Default Notices. Provide Lender with a copy of any default notice received pursuant to the First Lien Mortgage documents or any governmental authority (to the extent that such notice is sent by a party other than Lender), promptly after receipt of the same. (g) Continual Operation. At all times while any portion of the Loan remains outstanding, Borrower will: (i) maintain its status as a for profit entity; (ii) maintain a positive net worth; and (iii) will operate its business from the Loan Property in a first class manner. (h) Title to Equipment. Borrower represents that Entity Guarantor owns or will own all of the Equipment "free and clear," that Lender will have a "first priority" lien in the Equipment pursuant to the Security Agreement and that no other party has any right, title or interest in the Equipment. 13. Warranties. Borrower represents and warrants to Lender the following: (a) The Borrower is limited liability company duly formed, validly existing and in good standing under the laws of the State of Minnesota. (b) The making and performance of this Agreement and the execution and delivery of the Note, the Mortgage, the Security Agreement and any other instrument required hereunder are within the powers of the Borrower and the Entity Guarantor and have been duly authorized by all necessary company action on the part of the Borrower and the Entity Guarantor. This Agreement and the Note, Mortgage, Security Agreement and any other instruments required hereunder have been duly executed and delivered and are the legal, valid and binding obligations of the Borrower and the Entity Guarantor enforceable in accordance with their respective terms. (c) No litigation, tax claims or governmental proceedings are pending or threatened against the Borrower, the Entity Guarantor or the Loan Property, and no judgment or order of any court or administrative agency is outstanding against the Borrower, the Entity Guarantor or the Loan Property which would have a material adverse effect on Borrower, the Entity Guarantor or the Loan Property. (d) Borrower and the Entity Guarantor have filed all tax returns (federal and state) required to be filed for all prior years and paid all taxes shown thereon to be due, including interest and penalties. Borrower and the Entity Guarantor will file all such returns and pay all such taxes for the current and future years. 6 464429v2 EL185-33