Borrower represents and warrants that: (a) Borrower is just a firm, restricted liability business, partnership or proprietorship as mentioned below Borrowers signature duly arranged, validly current plus in good standing underneath the legislation associated with state of their company as mentioned below Borrowers signature and Debtor is qualified to accomplish company and it is in good standing beneath the guidelines of every other state where the Equipment is or will likely to be situated; (b) Borrowers title because set forth during the outset with this Agreement is its complete and proper name that is legal indicated within the public information of Borrowers state of organization; (c) Borrower has complete energy, authority and right in law to signal, deliver and perform this contract, the Note and all related papers and such actions have already been duly authorized by all necessary business, business, partnership or proprietorship action; (d) this contract, the Note and each associated document is duly finalized and delivered by Borrower and every such document is really a appropriate, legitimate and binding responsibility of Borrower enforceable prior to its terms; ( ag e) there’s no litigation or other proceeding pending, or even to the very best of the Borrowers knowledge, threatened against or impacting Borrower which, if determined adversely to Borrower, would adversely influence, impair or encumber the attention of Lender when you look at the gear or would materially adversely impact the business operations or economic condition of Borrower; (f) all balance sheets, earnings statements as well as other monetary data which have been brought to Lender (or JPMorgan Chase Bank, N.A.) with regards to Borrower are complete and proper in all product respects, fairly current the economic condition of Borrower in the times which is why, as well as the link between its operations for the durations which is why, exactly the same have already been furnished while having been ready according to generally accepted accounting axioms consistently used, (g) there is no material negative improvement in the healthiness of Borrower, economic or else, considering that the date of the most extremely current economic statements brought to Lender (or JPMorgan Chase Bank, N.A.), (h) Borrowers organizational quantity assigned to Borrower because of their state of the organization is precisely stated below Borrowers signature; (i) this contract therefore the Note proof that loan made primarily for company, commercial or agricultural purposes and never mainly for individual, household, or home purposes; (j) the apparatus is certainly not, and can perhaps not, be registered under the laws and regulations of any foreign nation; (k) the gear is, and shall stay at all times, entitled to enrollment underneath the Act (because defined in Section 19 hereof); (l) the gear will probably be situated in, and primarily found in, the United States all as needed by the Act; and (m) the gear won’t be used in breach of any legislation, legislation, ordinance or policy of insurance coverage impacting the upkeep, usage or journey associated with the gear; and (letter) Borrower qualifies being a resident associated with the united states of america as defined into the Act and certainly will continue steadily to qualify as an United States resident in every respect.
11. DIFFERENT PAPERS; COSTS; APPOINTMENT OF ATTORNEY-IN-FACT . Borrower agrees to signal and deliver to Lender any extra papers considered desirable by Lender to impact the regards to the Note or this contract including, without limitation, Uniform Commercial Code funding statements and instruments to be filed because of the Federal Aviation management, each of which Lender is authorized to register utilizing the filing that is appropriate. Borrower hereby irrevocably appoints Lender as Borrowers attorney-in-fact with full energy and authority when you look at the host to Borrower plus in the title of Borrower to get ready, indication, amend, file or record any Uniform Commercial Code funding statements or any other papers considered desirable by Lender to master, establish or provide notice of Lenders passions into the gear or in virtually any security as to which Borrower has awarded Lender a safety interest. Borrower agrees to signal and deliver to Lender any additional documents considered desirable by Lender to impact the regards to this contract. Borrower shall spend upon loan providers request any out-of-pocket expenses and expense compensated or incurred by Lender associated with the aforementioned terms with this Agreement or the financing and closing for this contract (including, without limitation, all out-of-pocket charges and costs of every outside counsel to Lender).
12. OCCASIONS OF DEFAULT.
Each one of the after events shall represent a meeting of Default under this contract plus the Note: (a) Borrower doesn’t spend any installment re payment or any other quantity due under this contract or perhaps the Note within 10 days of its deadline; or (b) debtor does not perform or observe any one of its obligations in Sections 3, 9, or 18 hereof; or (c) Borrower fails to execute or observe any one of its other responsibilities in this contract or perhaps the Note within payday loans Missouri thirty day period after Lender notifies Borrower of these failure; or (d) debtor or any Guarantor does not spend or perform or observe any term, covenant (including, however limited by, any economic covenant), contract or condition found in, or there shall take place any re re re payment or any other default under or as defined in, any loan, credit contract, expansion of credit or rent for which Lender or any subsidiary (direct or indirect) of JPMorgan Chase & Co. (or its successors or assigns) could be the loan provider, creditor or lessor (each A affiliate Credit Agreement) that shall perhaps not be remedied inside the time period (if any) within which such Affiliate Credit Agreement permits such standard to be remedied; or ( ag e) any declaration, representation or guarantee made by Borrower in this contract or in virtually any document, certification or financial record relating to this contract demonstrates at any moment to have been untrue or deceptive in just about any product respect at the time of the time whenever made; or (f) debtor or any Guarantor becomes insolvent or bankrupt, or admits its incapacity to pay for its debts while they mature, or makes an project for the advantage of creditors, or applies for, institutes or consents into the visit of the receiver, trustee or similar official for this or any significant element of its home or any such official is appointed without its permission, or pertains for, institutes or consents to virtually any bankruptcy, insolvency, reorganization, financial obligation moratorium, liquidation or comparable proceeding associated with it or any significant element of its home underneath the laws and regulations of any jurisdiction or such proceeding is instituted against it without stay or dismissal for longer than 60 times, or it begins any work amounting to a small business failure or even a winding up of the affairs, or it stops to complete company being a going concern; or (g) with regards to any guaranty, page of credit, pledge contract, protection contract, home loan, deed of trust, financial obligation subordination agreement or any other credit improvement or credit help contract (whether now current or hereafter arising) finalized or given by any celebration (each a Guarantor) relating to all or any section of Borrowers responsibilities under this contract or even the Note, the Guarantor defaults in its responsibilities thereunder or such contract shall stop to stay complete force and impact or will probably be announced become null, void, invalid or unenforceable by the Guarantor; or (h) debtor or any Guarantor does not pay or perform or observe any term, covenant (including, however restricted to, any economic covenant), contract or condition found in, or there shall take place any repayment or other default under or as defined in virtually any Other Credit contract (as defined in Section 19 hereof) that shall never be remedied in the time frame (if any) within which such Other Credit Agreement allows such standard to be remedied, whether or not such standard is waived by every other celebration to such Other contract or such default produces or leads to the cancellation of these Other Credit Agreement or even the acceleration for the obligation, indebtedness or any other responsibility under such Other Credit Agreement; or (i) Borrower or any Guarantor shall suffer the increasing loss of any product permit or franchise whenever Lender shall reasonably conclude that such loss fairly impairs Borrowers or such Guarantors power to perform its responsibilities needed under this contract or the Note; or (j) debtor or any Guarantor shall neglect to pay any last judgment for the repayment of cash in a sum add up to or perhaps in more than $50,000.00; or (k) there shall take place in Lenders reasonable opinion any material unfavorable change into the economic condition, company or operations of Borrower or any Guarantor that may impair or impede Borrowers power to fulfill its bills hereunder or underneath the Note.