West Orange Township_Fourth Round HEFSP_Final Draft

constituting the Land and the Project tree and clear of any lien or encumbrance (subject to Permitted Encumbrances and encumbrances created or contemplated pursuant to this Agreement). {f) There is, after due and diligent inquiry, no action, suit or proceeding al law or in equity or by or before any governmental instrumentality or other agency now pending, or. threatened against or affecting it, or any of its properties or rights, which. if adversely determined. would materially impair its right to carry on business substantially as now conducted, or as contemplated to be conducted under this Agreement, or would materially adversely affect its financial condition. (g) To the best of the Owner's knowledge after due and diligent inquiry, the operation of the Project in the manner presently contemplated and as described in this Agreement will not conflict with any zoning, water or air pollution or other ordinance, order, law or regulation applicable thereto. The Owner has caused the Project to be designed in accordance with all applicable federal, state and local laws or ordinances (including rules. and regulations) relating to zoning, building, safety and environmental quality and will proceed with due diligence to rehabilitate the Project pursuant to the Architect's Contract. Further, the Owner has received or shall obtain all necessary governmental approvals and building permits for construction, rehabilitation and operation of the Project in accordance with the plans and specifications and the Architect's Contract, and shall obtain in a timely manner any and all required extensions of governmental approvals, iticluding. but not limited to, site plan approval. ‘The Owner will continue to retain ownership of the Project and Land during the term of the Mortgage, subject to the terms of this Agreement and the other Loan Documents, the Act, Agency Regulations, the Program, the Program Guidelines, and, if applicable, the Code. PN, {h) The Owner has tiled, caused to be filed by it, or shall file all federal, state and local tax retumis which are requived ta be filed by it, if any, and has paid ar caused to be paid all taxes as shown on said return or on any assessment received by tt, to the extent that such taxes have became dug. , 2 (1) To the best of the Owner's knowledge, atter due and diligent inquiry, the Owner is not in material default in the

any assessment received by tt, to the extent that such taxes have became dug. , 2 (1) To the best of the Owner's knowledge, atter due and diligent inquiry, the Owner is not in material default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained én any material agreement or instrument to which it is a party that may materially atfect this, Project. <.. (j) The itfommation contaimed in the Project description provided in the applications for the Loan is accurate in ail material respects and does not contain any untrue staternents of a material fact or omit to state a material fact necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading. {k) Except for Leases contemplated by the Project and Section i7 of this Agreement, the Owner shall not during the term of this Agreement sell, transfer or exchange, the Project or the Land (or any part thercof or any interest therein) at any time except in accordance with the terms of the Mortgage, this Agreement, the Act and the Agency Regulations promulgated pursuant to the Act, and the Program Guidelines and unless such sale, transfer or exchange shall have been approved by the Agency. The Owner shall notify in waiting and obtain the agreement in writing of any buyer or successor or other person acquiring the Project or Land or any interest therein, in a form acceptable g