Agenda - Council - 12/12/2023 - Laserfiche WebLink

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a. As a condition precedent to closing of this Agreement and upon request of Lender thereafter, evidence satisfactory to Lender that each Borrower and Guarantor is able and authorized to enter into and consummate the credit transactions referred to in this Agreement shall be provided. Such evidence shall include,but is not necessarily limited to, the following: Borrower's and each Corporate Guarantor's articles of incorporation and its other organizational and governance documents; certificate of good standing from the State of Minnesota; corporate authorization resolutions. b. As a condition precedent to closing of this Agreement and upon request of the Lender thereafter, appropriate loan documents to support the credit accommodations in this Agreement, including, as appropriate, promissory notes, mortgages, security agreements, UCC-1 financing statements, subordination agreements, control agreements, other perfection documents, insurance and other collateral assignments, insurance certificates identifying Lender as loss payee, setoff disclosures, guaranty documents and any and all other documents and instruments which in the opinion of Lender are necessary to validate and consummate the credit transactions referred to in this Agreement will be received by Lender. C. Annual accountant prepared state and federal income tax returns of Borrower and each Corporate Guarantor to be received by Lender within 120 days after each year-end. d. Annual debt schedule of Borrower and each Corporate Guarantor to be received by Lender within 30 days of the end of each calendar year. e. Evidence of property and casualty insurance on the Property with coverage sufficient to cover outstanding indebtedness owed to Lender with Lender named as loss payee. 5.2 Independent assessment of Collateral, if Lender elects. At Borrower's cost and expense, Borrower will permit an assessment of the Collateral, and valuation thereof by Lender at any reasonable time with advance reasonable notice and will permit Lender or its authorized agents access to Borrower's business premises and property for purposes of making the assessment. 5.3 Borrower's record keeping and Lender inspection of Collateral and records. Borrower will keep true and accurate books and records of its business operations, including all accounts and investments and Borrower will permit Lender at any reasonable time and during regular business hours to inspect any of Borrower's property, any of Lender's secured collateral, and to examine Borrower's books,records, and files, and make copies thereof, and to discuss the affairs of Borrower with its shareholders, officers, directors, and employees. Page 3 of 9 129662823v2