6.2 EDSR 10-17-2016 - Laserfiche WebLink

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13.Warranties. Borrowerrepresents and warrants to Lender the following: (a)The Borrower is a corporation 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 Security Agreement, the Mortgage and any other instrument required hereunder are within the powers of the Borrower and have been duly authorized by all necessary company action on the part of the Borrower. This Agreement and the Note, Mortgage, the Security Agreementand 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)Nolitigation, 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. (e)All information, financial or other, which has been submitted by Borrower, the personal guarantors, and the Entity Guarantor in connection with the Loan is true, accurate and complete in all material respects. (f)The Borrower and the Entity Guarantor aunder common ownership. 14.Indemnification. Borrower agrees to indemnify Lender and save it harmless against all loss, liability, expense, or damages including but not limited to attorneys’ fees, which may arise by reason of the assertion of any lien against the Loan Property. Borrower will indemnify and hold Lender harmlessfrom any damages Lender may suffer or incur from any default by Borrower under this Agreement,the Security Agreement,the Note or any other document supporting this Loan. 15.Defaults. Each of the following shall constitute an Event of Default: (a)If (i) Entity Guarantor fails to commence construction of the Improvements by November 30, 2016; (ii) work on construction of the Improvements is halted for more than 5 consecutive business days; (iii) construction of the Improvements is not completed by _____________; (iv) the Improvements are not constructed in 9 487521v2 EL185-45