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<br />533940v3 GAF EL185-57533940v3 GAF EL185-57 <br />-7- <br />certificates for such insurance and renewals or replacements thereof shall be <br />deposited with Lender. <br /> <br />(e) Pay Charges. Immediately pay all loan charges including, but not <br />limited to: (i) Lender’s reasonable attorneys’ fees up to Five Thousand and <br />No/100 ($5,000.00) Dollars for the preparation of the Loan documents; (ii) title <br />insurance fees, costs and premiums; (iii) mortgage registration taxes and filing <br />fees of the Mortgage and any other instruments required under this Agreement. <br /> <br />(f) Copies of Plans, Contracts, etc. Furnish Lender from time to time <br />as reasonably requested by Lender, copies of the any plans and specification and <br />any contracts relating to the Improvements, together with estimated costs of such <br />Improvements. <br /> <br />(g) Title. Except as specifically set forth herein, as of the Closing <br />Date Borrower owns a fee title interest in the Loan Property and owns or within <br />sixty (60) days after the Closing Date will own all of the fixtures, trade fixtures, <br />equipment, personal property and inventory located upon the Loan Property <br />(along with the Loan Property, collectively, the “Collateral”) “free and clear,” that <br />Lender will have a “first position” lien in the Collateral. <br /> <br />(h) Program Covenants. At all times while any portion of the Loan <br />remains outstanding, Borrower will: (i) maintain its status as a for profit entity; <br />(ii) maintain a positive net worth; and (iii) will operate from the Loan Property. <br /> <br /> 13.12. Warranties. Borrower represents and warrants to Lender the following: <br /> <br />(a) The Borrower is a corporation duly formed, validly existing and in <br />good standing under the laws of the State of Minnesota. <br /> <br />(b) The making and performance of this Agreement and the execution <br />and delivery of the Note, the Mortgage and any other instrument required <br />hereunder are within the powers of the Borrower and have been duly authorized <br />by all necessary company action on the part of the Borrower. This Agreement <br />and the Note, the Mortgage and any other instruments required hereunder have <br />been duly executed and delivered and are the legal, valid and binding obligations <br />of the Borrower enforceable in accordance with their respective terms. <br /> <br />(c) No litigation, tax claims or governmental proceedings are pending <br />or threatened against the Borrower or the Loan Property, and no judgment or <br />order of any court or administrative agency is outstanding against the Borrower or <br />the Loan Property which would have a material adverse effect on Borrower or the <br />Loan Property. <br /> <br />(d) Borrower has filed all tax returns (federal and state) required to be <br />filed for all prior years and paid all taxes shown thereon to be due, including