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(iv)to the best of its knowledge, violate any provision of any law <br />presently in effect; or <br />(v)constitute a breach or default under, or permit the acceleration of <br />obligations owed under, any contract, loan agreement, lease or other agreement or document to <br />which Grantee is a party or by which Grantee or any of its property is bound. <br />(c)Grantee is not in default, in any respect that is materially adverse to the <br />interests of City under this Agreement or that would have any material adverse effect on the <br />financial condition of Grantee or the conduct of its business, under any law, contract, lease or <br />other agreement or document described in sub-paragraph (iii) or (v) of sub-paragraph (b) of this <br />Section 7.2. <br />(d)Except for the permitting for the Project contemplated to be <br />subsequently obtained under this Agreement, no approval, license, exemption or other <br />authorization from, or filing, registration or qualification with, any Governmental Authority is <br />required which has not been previously obtained in connection with the execution by Grantee <br />of, and the performance by Grantee of its obligations under, this Agreement. <br />7.3 Financial and Other Information. To the best of Grantee's knowledge, all <br />financial information furnished to City by the Grantee or any affiliate thereof with respect to <br />Grantee in connection with the Grant (a) is complete and correct in all material respects as of <br />the date of preparation thereof, (b) accurately presents the financial condition of Grantee, and <br />(c) has been prepared in accordance with generally accepted accounting principles consistently <br />applied or in accordance with such other principles or methods as are reasonably acceptable to <br />City. To the best of Grantee's knowledge, all other documents and information furnished to City <br />by the Grantee or any affiliate thereof with respect to Grantee, in connection with the Grant, are <br />correct and complete insofar as completeness is necessary to give the City accurate knowledge <br />of the subject matter. To the best of Grantee's knowledge Grantee has no material liability or <br />contingent liability not disclosed to City in writing and there is no material lien, claim, charge or <br />other right of others of any kinds (including liens or retained security titles of conditional <br />vendors) on any property of Grantee not disclosed in such financial statements or otherwise <br />disclosed to City in writing. <br />7.4 No Material Adverse Change. There has been no material adverse change in the <br />condition, financial or otherwise, of Grantee since the dates of the latest financial statements <br />furnished to City, except for Senior Loan Documents that have been disclosed to the City. Since <br />those dates, Grantee has not entered into any material transaction not disclosed in such financial <br />statements or otherwise disclosed to City in writing. <br />7.5 Tax Liability. Grantee has filed all required federal, state and local tax returns <br />and has paid all taxes (including interest and penalties, but subject to lawful extensions <br />disclosed to City in writing) other than taxes being promptly and actively contested in good <br />faith and by appropriate proceedings. Grantee is maintaining adequate reserves for tax liabilities <br />(including contested liabilities) in accordance with generally accepted accounting principles or <br />in accordance with such other principles or methods as are reasonably acceptable to City. <br />EXHIBIT 2