10. REPRESENTATIONS.
Borrower represents and warrants that: (a) Borrower is a firm, restricted liability business, partnership or proprietorship as previously mentioned below Borrowers signature duly arranged, validly current plus in good standing beneath the legislation associated with the state of its company as previously mentioned below Borrowers signature and Debtor is qualified doing company and it is in good standing beneath the rules of every other state when the gear is or is going to be positioned; (b) Borrowers title because set forth in the outset with this Agreement is its complete and proper appropriate title as suggested when you look at the public information of Borrowers state of organization; (c) Borrower has complete energy, authority and right in law to signal, deliver and perform this Agreement, the Note and all associated 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 happens to be 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 absolutely no litigation or any other proceeding pending, or even the very best of the Borrowers knowledge, threatened against or impacting Borrower which, if determined adversely to Borrower, would adversely impact, impair or encumber the attention of Lender in the gear or would materially adversely impact the company operations or economic condition of Borrower; (f) all stability sheets, earnings statements along with other monetary information which were brought to Lender (or JPMorgan Chase Bank, N.A.) with regards to Borrower are complete and correct in most product respects, fairly current the economic condition of Borrower in the times which is why, and also the outcomes of its operations for the durations which is why, the exact same have already been furnished and have now been ready according to generally accepted accounting axioms regularly used, (g) there is no material unfavorable improvement in the health of Borrower, monetary or perhaps, considering that the date of the very present monetary statements brought to Lender (or JPMorgan Chase Bank, N.A.), (h) Borrowers organizational quantity assigned to Borrower by hawaii of their company is properly stated below Borrowers signature; (i) this Agreement while the Note proof that loan made mainly for company, commercial or agricultural purposes and never mainly for individual, household, or home purposes; (j) the apparatus is certainly not, and won’t, be registered beneath the regulations of any international nation; (k) the gear is, and shall stay at all times, qualified to receive registration underneath the Act (since defined in Section 19 hereof); (l) the apparatus will probably be located in, and primarily utilized in, the United States all as needed by the Act; and (m) the gear won’t be found in breach of every legislation, legislation, ordinance or policy of insurance coverage impacting the upkeep, usage or journey associated with gear; and (letter) Borrower qualifies as a resident associated with united states of america as defined when you look at the Act and certainly will continue steadily to qualify as an united states of america citizen in every respect.
11. DIFFERENT DOCUMENTS; COSTS; APPOINTMENT OF ATTORNEY-IN-FACT . Borrower agrees to sign and deliver to Lender any extra papers considered desirable by Lender to impact the regards to the Note or this Agreement including, without limitation, Uniform Commercial Code funding statements and instruments become filed because of the Federal Aviation Administration, all of these Lender is authorized to register utilizing the filing that is appropriate. Borrower hereby irrevocably appoints Lender as Borrowers attorney-in-fact with complete energy and authority within the accepted host to Borrower plus in the title of Borrower to get ready, sign, amend, file or record any Uniform Commercial Code funding statements or other papers considered desirable by Lender to master, establish or offer notice of Lenders passions into the Equipment or in every security as to which Borrower has given Lender a safety interest. Borrower agrees to signal and deliver to Lender any documents that are additional desirable by Lender to impact the terms of this contract. Borrower shall spend upon Lenders request any out-of-pocket expenses and expense compensated or incurred by Lender regarding the the above terms of the contract or even the capital and closing of the contract (including, without limitation, all out-of-pocket costs and costs of every counsel that is outside Lender).
12. OCCASIONS OF DEFAULT.
All the after activities shall represent a meeting of Default under this contract and also 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 times 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 even the Note within 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, although not limited by, any economic covenant), contract or condition found in, or there shall happen any re payment or 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 internet Credit Agreement) that shall perhaps not be remedied inside the time frame (if any) within which such Internet Credit Agreement permits such standard to be remedied; or ( ag ag ag e) any declaration, representation or warranty created by Borrower in this contract or perhaps in every document, certification or financial record payday loans Tennessee in experience of this contract demonstrates whenever you want to own been untrue or deceptive in just about any product respect at the time of enough time whenever made; or (f) debtor or any Guarantor becomes insolvent or bankrupt, or admits its failure to cover its debts because they mature, or makes an project for the advantage of creditors, or relates for, institutes or consents to your visit of the receiver, trustee or comparable official for this or any significant section of its home or any such official is appointed without its consent, or applies for, institutes or consents to your bankruptcy, insolvency, reorganization, financial obligation moratorium, liquidation or comparable proceeding associated with it or any significant section of its home underneath the regulations of every jurisdiction or any such proceeding is instituted against it without stay or dismissal for longer than 60 times, or it commences any work amounting to a small business failure or perhaps a winding up of its affairs, or it stops to accomplish company as being a going concern; or (g) with respect to any guaranty, page of credit, pledge contract, protection contract, mortgage, deed of trust, financial obligation subordination contract or any other credit improvement or credit support contract (whether now current or hereafter arising) signed or given by any celebration (each a Guarantor) associated with all or any section of Borrowers obligations under this contract or perhaps the Note, the Guarantor defaults with its responsibilities thereunder or such contract shall stop to stay in complete force and impact or will probably be announced become null, void, invalid or unenforceable because of the Guarantor; or (h) debtor or any Guarantor doesn’t spend or perform or observe any term, covenant (including, however limited by, any financial covenant), agreement or condition found in, or there shall happen any repayment or other default under or as defined in almost 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, no matter whether such default is waived by virtually any party to such Other contract or such default produces or leads to the termination of these Other Credit Agreement or perhaps the acceleration associated with the obligation, indebtedness or any other obligation under such Other Credit Agreement; or (i) debtor or any Guarantor shall suffer the increased loss of any product permit or franchise when Lender shall fairly conclude that such loss fairly impairs Borrowers or such Guarantors capability to perform its responsibilities needed under this contract or even the Note; or (j) debtor or any Guarantor shall neglect to spend any last judgment for the repayment of income in a quantity corresponding to or perhaps in more than $50,000.00; or (k) there shall take place in Lenders reasonable opinion any material negative change into the monetary condition, company or operations of Borrower or any Guarantor which will impair or impede Borrowers capacity to satisfy its obligations hereunder or beneath the Note.
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