|
<br />11
<br />Little Canada-Lupe - Borrower Loan Agreement - LC Apartments(199386221.3) - 5/12/2026 6:38:21 PM
<br />Section 5.7 Compliance. The ownership of the Project Facilities, the construction of the
<br />Project Facilities, and the use and operation of the Project Facilities as contemplated hereby do and shall,
<br />in all material respects, comply with, and are lawful and permitted uses under, the Tax Certificate and the
<br />Regulatory Agreement, all applicable building, fire, safety, zoning, subdivision, sewer, Environmental
<br />Laws, health, insurance and other Legal Requirements and plan approval conditions of any Governmental
<br />Authority. The Borrower has obtained all Governmental Actions from such Governmental Authorities
<br />which are a necessary precondition to construct, own and operate the Project Facilities and all such
<br />Governmental Actions were duly issued, are in full force and effect and are not subject to any pending
<br />judicial or administrative proceedings, the period for judicial or administrative appeal or review having
<br />expired and no petition for administrative or judicial appeal or review having been filed. The Project
<br />Facilities are located wholly within the boundaries of the Governmental Lender’s jurisdiction. The Project
<br />Facilities will satisfy all requirements of the Act and the Code with respect to multifamily rental housing
<br />and/or qualified residential rental facilities, and, if specified as applicable on the Schedule of Financial
<br />Terms, the requirements for exemption from ad valorem real estate taxation under the laws of the State.
<br />Section 5.8 Title to Properties; Liens and Encumbrances. The Borrower has good and
<br />indefeasible title in fee simple to the Project Facilities, free and clear of all liens or encumbrances except
<br />for the Permitted Encumbrances. All such real property, fixtures and equipment necessary to the conduct
<br />of the business of the Borrower and the operation of the Project Facilities are and will be in reasonable
<br />working order and are suitable for the purposes for which they are and will be used. There exist no liens,
<br />encumbrances or other charges against the Project Facilities (including without limitation statutory and
<br />other liens of mechanics, workers, contractors, subcontractors, suppliers, taxing authorities and others),
<br />except Permitted Encumbrances.
<br />Section 5.9 Utilities and Access. All utility services necessary for the operation of the Project
<br />Facilities in the manner contemplated hereby, including water supply, storm and sanitary sewer facilities,
<br />gas, electricity and telephone facilities are available within the boundaries of the Project Facilities; and all
<br />roads necessary for the full utilization of the Project Facilities in the manner contemplated hereby either
<br />have been completed or rights-of-way therefor have been acquired by the appropriate governmental
<br />authority or others or have been dedicated to public use and accepted by such Governmental Authority.
<br />Section 5.10 Financial Information.
<br />(a) All of the financial information furnished to the Controlling Person or the Funding
<br />Lender with respect to the Borrower, the Guarantor, and the General Partner in connection with this
<br />Agreement (i) is complete and correct in all material respects as of the date hereof; and (ii) accurately
<br />presents the financial condition of such party as of the date hereof. None of the Borrower, the Guarantor
<br />or the General Partner has any material liability or contingent liability not disclosed to the Controlling
<br />Person or the Funding Lender in writing; and
<br />(b) Since its formation, each of the Borrower, the Guarantor, and the General Partner
<br />has conducted its operations in the ordinary course, and no material adverse change has occurred in the
<br />business, operations, assets or financial condition of the Borrower, the Guarantor, or the General Partner.
<br />Section 5.11 ERISA. No employee pension plan maintained by the Borrower or the General
<br />Partner or any ERISA Affiliate which is subject to Part 3 of Title I of the Employee Retirement Income
<br />Security Act of 1974, as amended (“ERISA”) has an accumulated funding deficiency (as defined in Section
<br />302(a) of ERISA), no reportable event (as defined in Section 4043 of ERISA) has occurred with respect to
<br />any employee pension plan maintained for employees of the Borrower or any ERISA Affiliate and covered
<br />by Title IV of ERISA, no liability has been asserted against the Borrower, the General Partner or any
<br />ERISA Affiliate by the Pension Benefit Guaranty Corporation (“PBGC”) or by a trustee appointed pursuant
|