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ARTICLE IV <br />Representations and Warranties <br />Section 4.1. Borrower's Continuing Representations and Warranties. For so long as <br />there are any amounts remaining unpaid pursuant to the Note or this Agreement, the Borrower <br />represents and warrants to Lender that: <br />(a) The execution and delivery of the Note, this Agreement and the Security <br />Documents and the carrying out of the transactions contemplated thereby will not <br />violate, conflict with or constitute a default under Borrower's articles of <br />organization or any other agreement to which the Borrower or any Guarantor is a <br />party. <br />(b) The Note, this Agreement and the Security Documents constitute legal, valid and <br />binding obligations of the Borrower and each Guarantor, enforceable against the <br />Borrower or any Guarantor, as the case may be, in accordance with their <br />respective terms. <br />(c) The Improvements will be constructed strictly in accordance with the Plans and <br />will be constructed entirely on the Land. The Project, both during construction <br />and at the time of completion, and the contemplated use thereof, will not violate <br />any applicable zoning or use statute, ordinance, building code, rule or regulation, <br />or any covenant or agreement of record. <br />(d) Any and all financial statements heretofore delivered to Lender by the Borrower <br />or any Guarantor are true and correct in all respects, have been prepared in <br />accordance with generally accepted accounting principles, and fairly present the <br />financial condition of the subjects thereof as of the respective dates thereof <br />including any known material contingent liabilities. No materially adverse <br />change has occurred in the financial condition reflected therein since the <br />respective dates thereof and no additional borrowings have been made by the <br />Borrower or any Guarantor since the date thereof other than the borrowing <br />contemplated hereby or approved by Lender. None of the aforesaid financial <br />statements or any certificate or statement furnished to Lender by or on behalf of <br />the Borrower in connection with the transactions contemplated hereby, and none <br />of the representations and warranties in this Agreement, contains any untrue <br />statement of a material fact or omits to state a material fact necessary in order to <br />make the statements contained therein or herein not misleading. To the best of <br />the knowledge of the Borrower, there is no fact which materially adversely affects <br />or in the future (so far as the Borrower can now foresee) may materially adversely <br />affect the business or condition (financial or otherwise) of the Borrower or <br />Borrower's properties or assets, which has not been set forth herein or in a <br />certificate or statement furnished to Lender by the Borrower. <br />8 <br />