Terms and Conditions:
Expenses:
3
documents will contain the following conditions precedent,
representations and warranties, covenants and events of default:
e Conditions Precedent. Satisfactory review and approval of all
documents related to the acquisition of the assets and the
formation of the Borrower; execution and delivery of all related
documents; receipt of such board resolutions, incumbency
certificates and other evidence as CoBank shall require that all
documents have been duly authorized, executed and delivered;
evidence of perfection and priority of lien; and opinions of
counsel.
© Representations and Warranties: Due organization, good
standing and qualification; authorization to borrow; compliance
with law; financial condition; title to properties; liens; no materia!
adverse change; litigation; payment of taxes; governmental
regulations; disclosure; licenses; trademarks; and patents.
While the Loan is outstanding, the Borrower will be required to meet financial
and negative covenants as detailed in Section 7 and Section 6, respectively, of
the Borrower’s existing Master Loan Agreement, dated February 9" 2010.
Reporting requirements will remain as detailed in Section 4 and Events of
Default will remain as detailed in Section 8, both also located in the
Borrower’s Master Loan Agreement.
All reasonable costs and expenses incurred by CoBank in connection with
this transaction (including, without limitation, all reasonable fees and
expenses of counsel to CoBank) to be paid by the Borrower.
