(D) Litigation. Except as disclosed in the Company’s Application for Credit dated as
of February 9, 2010 (the “Application”), there are no pending legal, arbitration, or governmental actions or
proceedings to which the Guarantor is a party or to which any of its property is subject which, if adversely
determined, could have a material adverse effect on the condition, financial or otherwise, operations,
properties, or business of the Guarantor, or on the ability of the Guarantor to perform its obligations
hereunder or under any instrument or document executed in connection herewith, and to the best of the
Guarantor’s knowledge, no such actions or proceedings are threatened or contemplated.
(£) Financial Statements; No Material Adverse Change; Etc. The annual audited
consolidating and consolidated financial statements of the Guarantor and its consolidated subsidiaries, if
any, for the fiscal year ended in 2008 and the interim consolidated financial statements of the Guarantor and
its consolidated subsidiaries, if any, for the period ending on June 30, 2009, copies of which (together with
all notes and schedules relating thereto) have been submitted to CoBank, are complete and correct and fairly
present the financial condition of the Guarantor and the results of the Guarantor’s operations for the periods
covered thereby, and are prepared in accordance with generally accepted accounting principles ("GAAP")
consistently applied. Since the date of the interim statements, there has been no material adverse change in
the condition, financial or otherwise, business, or operations of the Guarantor. There are no liabilities of the
Guarantor, fixed or contingent, which are material but which are not reflected in the financial statements or
the notes thereto.
(F) Title to Property. The Guarantor has title to, or valid leasehold interests in, all of
its property, real and personal, including the properties reflected in the financial statements referred to above
(other than any property disposed of in the ordinary course of business).
(G) Compliance with Laws, Environmental Matters, Etc. All of the properties of
the Guarantor and all of its operations are in compliance in all material respects with all applicable Laws
including, without limitation, all Laws relating to the environment. No property owned or leased by the
Guarantor is being used or, to its knowledge, has been used for the disposal, treatment, storage, processing
or handling of hazardous waste or materials (as defined under any environmental Law) and no investigation,
claim, litigation, proceeding, order, judgment, decree, settlement, Lien or the like with respect to any
environmental matter is proposed, threatened, anticipated or in existence with respect to its properties or
operations. In addition, no environmental contamination or condition currently exists on any property of the
Guarantor or, to its knowledge, any adjoining property, which could delay the sale or other disposition of, or
could have (or already has had) an adverse effect on the value of, its property.
(A) Compliance With Guaranty. As of the date hereof, the Guarantor is operating its
business in compliance with all of the covenants set forth in this Guaranty.
SECTION 7. Affirmative Covenants. Unless otherwise agreed to in writing by CoBank, while
this Guaranty is in effect, whether or not any Guaranteed Obligations are outstanding hereunder, the
Guarantor agrees to, and agrees to cause each of its subsidiaries to:
(A) Corporate Existence, Licenses. Etc. Preserve and keep in full force and effect
its existence and good standing in the jurisdiction of its incorporation or formation, qualify and remain
qualified to transact business in all jurisdictions where such qualification is required, and obtain and
maintain all licenses, certificates, permits, authorizations, approvals, and the like which are material to
the conduct of its business or required by Law.
(B) Compliance with Laws. Comply in all material respects with all applicable
Laws, including, without limitation, all Laws relating to environmental protection. In addition, the
