Common use of Representations and Warranties of Participant Clause in Contracts

Representations and Warranties of Participant. Participant hereby makes the following representations and warranties to Bank: (i) Participant is a corporation duly organized, validly existing and in good standing under the laws of the State of California; (ii) Participant has the power and authority, and has taken all necessary and proper action to enter into and perform this Agreement and to consummate the transactions contemplated hereby; (iii) this Agreement, together with any other document or instrument related to the transfer of the Common Stock, have been duly authorized, executed and delivered by Participant and, assuming the due authorization, execution and delivery of this Agreement by Bank constitute the valid and binding obligation of Participant enforceable against it in accordance with their terms, except as limited by laws affecting the enforcement of creditor’s rights or equitable principles generally; (iv) the execution, performance and delivery of this Agreement does not conflict with, or result in a breach of or default under, Participant’s articles of incorporation or by-laws, any agreement or instrument to which Participant is a party, or any federal, state or local law, regulation, ruling or interpretation to which Participant is subject; (v) no consent, approval, authorization or order of, or registration or filing with, or notice to any court or governmental agency or body is required for the execution, delivery and performance by Participant of or compliance by Participant with this Agreement or the consummation of the transactions contemplated by this Agreement, or if required, such approval has been obtained; (vi) each share of Common Stock issued to Bank hereunder is (A) duly authorized, duly issued, fully paid, and non-assessable, and (B) free and clear of all claims, liens, charges or encumbrances of any type; (vii) Participant has reviewed the Policies and Procedures and Loan Documents, and conducted such other portfolio analysis and due diligence examination as it has deemed to be necessary and appropriate in connection with entering into this Agreement; (A) Participant does not consider the acceptance of its participation hereunder to constitute the “purchase” or “sale” of a “security” within the meaning of the Securities Act of 1933, the Securities Exchange Act of 1934 or Rule 10b-5 promulgated thereunder, the Trust Indenture Act of 1939, the securities laws of the State of North Carolina, any other applicable securities statute or law, or any rule or regulation under any of the foregoing, (B) Participant acknowledges that it has no expectation to derive profits from the efforts of Bank or any third party in respect of the acquisition of Participation Interest, (C) this participation constitutes a commercial transaction by Participant with Bank regarding the obligations of the Borrowers under the Loan Documents and does not represent a common joint venture with Bank or an “investment” (as the term is commonly understood) in Bank or any Borrower, (D) Participant is accepting the Participation Interest for its own account in respect of a commercial transaction made in the ordinary course of its commercial business and not with a view to or in connection with any subdivision, resale, or distribution thereof (except as provided herein), and (E) Participant is engaged in the business of entering into commercial transactions (including transactions of the nature contemplated herein), can bear the economic risk related to its Participation Interest in the Loans, and has had access to all information deemed necessary by it in making its decision whether or not to participate in the Loans; and (ix) Participant represents and warrants that (A) it has independently reviewed the Loan Documents, (B) Participant has conducted and will continue to conduct, to the extent it deems appropriate or necessary, an independent investigation of each Borrower, including, without limitation, an investigation relating to the creditworthiness of each Borrower, and (C) Participant has not relied, and will not rely upon Bank for any such investigation or assessment of risk.

Representations and Warranties of Participant. Participant hereby makes represents and warrants to Lender and Other Participants that as of the following representations and warranties to Bankdate of this Agreement: (i) a. Except as otherwise required by law, non-public information regarding Obligor given by Lender to Participant, exclusive of information received by Participant is a corporation duly organizedfrom sources other than Lender, validly existing will be treated by Participant as confidential, will not be disclosed to any other party without Lender’s and Obligor’s prior written consent other than to such advisors, attorneys, directors, officers, agents and employees as necessary to enable Participant to effectively analyze the Credit or to any governmental or quasi-governmental agency involved in good standing under the laws regulation of Participant and will not be used by Participant or any of its affiliates for any purposes other than as contemplated by this Agreement; b. It has been granted access to, and received all of, the information it has requested or believes to be necessary to enable it to make an independent and informed judgment with respect to the creditworthiness of the State of CaliforniaObligor including information provided to Participant by Lender; (ii) c. It has, without reliance on Lender, any other Credit Provider or Representatives of the Lender, and instead in reliance upon information supplied to it by or on behalf of the Obligor and upon such other information as Participant has deemed appropriate, made its own independent credit analysis and decision to purchase its Participation Interest in the power Credit; It agrees that it shall, independently and authoritywithout reliance upon the Lender, any other Credit Provider or Representatives of the Lender, continue to make its own independent credit analysis and has taken all necessary and proper action to enter into and perform decisions in acting or not acting under this Agreement and the Credit Agreements; provided Lender shall provide to consummate the transactions contemplated herebyParticipant on a timely basis, all information received by Lender from or on behalf of Obligor necessary to enable Participant to make such analysis and decision as well as continued reasonable access to inspect loan documents and information within forty-eight hours of request; (iii) this Agreementd. It has received and made a complete examination of the Credit Agreements and approves of the form and content of such; e. It acknowledges that Lender has made no guaranty of repayment, together with any other document or instrument related it being understood that it shall look only to the transfer Obligor and the collateral, if any, for repayment of the Common StockCredit; f. It is acquiring the Participation Interest in the Credit for its own account in respect of a commercial transaction made in the ordinary course of its commercial banking business with the present intention to hold the same and not for resale, have been duly authorizedsubdivision, executed release or distribution thereof; g. It represents that it is an Institutional Investor and delivered by Participant and, assuming the due authorization, that its execution and delivery of this Agreement by Bank constitute and its purchase of an Interest in the valid and binding obligation of Participant enforceable against it in accordance with their terms, except as limited by laws affecting the enforcement of creditor’s rights or equitable principles generally; (iv) the execution, performance and delivery of this Agreement Credit does not conflict withconstitute a violation of any agreement, or result in a breach of or default underlaw, Participant’s articles of incorporation or by-laws, any agreement or instrument to which Participant is a party, or any federal, state or local lawstatute, regulation, ruling or interpretation to including legal lending limits, which Participant is subjectbinding on it; (v) no consent, approval, authorization or order of, or registration or filing with, or notice to any court or governmental agency or body is required for the execution, delivery and performance by Participant of or compliance by Participant with this Agreement or the consummation of the transactions contemplated by this Agreement, or if required, such approval has been obtained; (vi) each share of Common Stock issued to Bank hereunder is (A) duly authorized, duly issued, fully paid, and non-assessable, and (B) free and clear of all claims, liens, charges or encumbrances of any type; (vii) Participant has reviewed the Policies and Procedures and Loan Documents, and conducted such other portfolio analysis and due diligence examination as it has deemed to be necessary and appropriate in connection with entering into this Agreement; (A) Participant h. It does not consider acquisition of the acceptance of its participation Participation Interest hereunder to constitute the “"purchase” " or “"sale” " of a “"security” " within the meaning of the Securities Act of 1933, the Securities Exchange Act of 1934 or Rule 10b-5 promulgated thereunder, the Trust Indenture Act of 1939, the securities laws Securities Act of the State of North CarolinaWest Virginia, any other applicable securities statute or law, or any rule rules or regulation regulations under any of the foregoing, (B) Participant acknowledges foregoing and that it has no expectation to derive profits from the efforts of Bank or any third party in respect of the acquisition of Participation Interest, (C) this such participation merely constitutes a commercial transaction by Participant with Bank Lender regarding Participant's Pro Rata Part of the obligations of the Borrowers Borrower under the Loan Credit Documents and does not represent a common joint venture with Bank or an “"investment” " (as the that term is commonly understood) in Bank Lender or any Borrower, (D) Participant is accepting . i. It acknowledges that the Participation Interest for its own account in respect of a commercial transaction made in the ordinary course of its commercial business and not with a view to or in connection with any subdivision, resale, or distribution thereof (except as provided herein), and (E) Participant is engaged in the business of entering into commercial transactions (including transactions interests of the nature contemplated herein), can bear Credit Providers shall be pari passu and no party shall have any priority over the economic risk related to its Participation Interest in the Loans, and has had access to all information deemed necessary by it in making its decision whether or not to participate in the Loansother; and (ix) Participant represents and warrants that (A) it has independently reviewed the Loan Documentsj. It shall not make any public announcement or employ any advertising, (B) Participant has conducted and will continue to conduct, to the extent it deems appropriate or necessary, an independent investigation of each Borrower, including, including without limitation, an investigation relating press releases or “tombstone advertisements”, with respect to the creditworthiness of each Borrowertransactions contemplated hereby, or include Obligor’s name on any client lists, without Obligor’s and (C) Participant has Lender’s prior written approval. k. It shall not reliedcontact the Borrower either via mail, and will not rely upon Bank for any such investigation telephone, fax or assessment of riske-mail.

Representations and Warranties of Participant. Participant hereby makes Recognizing that the following Company will be relying on the information and on the representations and warranties set forth herein, the Participant hereby acknowledges, represents, and warrants to Bank: (i) Participant is a corporation duly organized, validly existing and in good standing under the laws of Company that the State of California; (ii) Participant has been advised that neither this Option nor the power and authority, and has taken all necessary and proper action to enter into and perform this Agreement and to consummate the transactions contemplated hereby; (iii) this Agreement, together with any other document or instrument related to the transfer of the Common Stock, have been duly authorized, executed and delivered by Participant and, assuming the due authorization, execution and delivery of this Agreement by Bank constitute the valid and binding obligation of Participant enforceable against it in accordance with their terms, except as limited by laws affecting the enforcement of creditor’s rights or equitable principles generally; (iv) the execution, performance and delivery of this Agreement does not conflict with, or result in a breach of or default under, Participant’s articles of incorporation or by-laws, any agreement or instrument to which Participant is a party, or any federal, state or local law, regulation, ruling or interpretation to which Participant is subject; (v) no consent, approval, authorization or order of, or registration or filing with, or notice to any court or governmental agency or body is required for the execution, delivery and performance by Participant of or compliance by Participant with this Agreement or the consummation of the transactions contemplated by this Agreement, or if required, such approval has been obtained; (vi) each share of Common Stock issued to Bank hereunder is (A) duly authorized, duly issued, fully paid, and non-assessable, and (B) free and clear of all claims, liens, charges or encumbrances of any type; (vii) Participant has reviewed the Policies and Procedures and Loan Documents, and conducted such other portfolio analysis and due diligence examination as it has deemed to Shares will be necessary and appropriate in connection with entering into this Agreement; (A) Participant does not consider the acceptance of its participation hereunder to constitute the “purchase” or “sale” of a “security” within the meaning of registered under the Securities Act of 1933, as amended (the “Securities Act”), or under the securities law of any state, unless the Company in its sole discretion determines that registration under an applicable state securities law would not subject it to unreasonable expense, and that the Shares will only be offered and sold in reliance upon an exemption from the registration requirements of the Securities Exchange Act of 1934 or Rule 10b-5 promulgated thereunderAct. The Participant further understands and agrees that the Option and any exercise thereof must comply with all applicable securities laws, including, but not limited to, the Trust Indenture Securities Act of 1939, and the securities laws of the State several states, as such laws exist on the date of North Carolinathis Agreement and on such future dates that the Option may be exercised. By executing this Option, any other applicable securities statute or lawthe Participant represents that this Option, or any rule or regulation under any and the Shares issuable upon exercise of this Option, is being and will be purchased solely for the foregoing, (B) Participant acknowledges that it has no expectation to derive profits from the efforts of Bank or any third party in respect of the acquisition of Participation Interest, (C) this participation constitutes a commercial transaction by Participant with Bank regarding the obligations of the Borrowers under the Loan Documents and does not represent a common joint venture with Bank or an “investment” (as the term is commonly understood) in Bank or any Borrower, (D) Participant is accepting the Participation Interest for its Participant’s own account in respect of a commercial transaction made in the ordinary course of its commercial business as an investment, and not with a view to the resale or distribution, in whole or in connection with any subdivisionpart, resale, or distribution thereof (except as provided herein), thereof. The Participant has such knowledge and (E) experience in financial and business matters that the Participant is engaged in capable of evaluating the business of entering into commercial transactions (including transactions merits and risks of the nature contemplated herein)acquisition of this Option and the Shares issuable upon the exercise of this Option. Further, can bear the economic risk related Participant understands and agrees that all certificates representing Shares issued pursuant to its Participation Interest an exercise of this Option shall be inscribed with a legend in substantially the Loansfollowing form: THE SHARES EVIDENCED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, and has had access to all information deemed necessary by it in making its decision whether or not to participate in the Loans; and (ix) Participant represents and warrants that (A) it has independently reviewed the Loan DocumentsAS AMENDED, (B) Participant has conducted and will continue to conductOR ANY STATE SECURITIES LAW AND MAY NOT BE OFFERED, to the extent it deems appropriate or necessarySOLD, an independent investigation of each BorrowerOR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SHARES UNDER THE SECURITIES ACT OF 1933, includingAS AMENDED, without limitation, an investigation relating to the creditworthiness of each Borrower, and (C) Participant has not relied, and will not rely upon Bank for any such investigation or assessment of riskOR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Representations and Warranties of Participant. Participant hereby makes represents and warrants to and for the following representations benefit of Lead that as of the date hereof and warranties to Bankduring the term of this Agreement: (i) Participant is a corporation duly organized, organized and validly existing and as a corporation, limited liability company or other entity structure that is in good standing under the laws of its state of formation with full power and authority to own, lease and operate its properties and conduct its business as conducted on the State of Californiadate hereof, as applicable; (ii) Participant No proceeding has the power and authoritybeen initiated in any jurisdiction seeking to revoke, and has taken all necessary and proper action limit or curtail Participant’s authority to enter into and perform this Agreement and to consummate the transactions contemplated herebydo business; (iii) this AgreementParticipant is in possession of and is operating in compliance with all necessary authorizations, together with any licenses, certificates, consents, orders and permits from state, federal, foreign and other document or instrument related regulatory authorities that are material to the transfer conduct of the Common Stockits business, have been duly authorized, executed and delivered by Participant and, assuming the due authorization, execution and delivery all of this Agreement by Bank constitute the which are valid and binding obligation of Participant enforceable against it in accordance with their terms, except as limited by laws affecting the enforcement of creditor’s rights or equitable principles generallyfull force and effect; (iv) the executionParticipant is not in violation of its certificate of formation or certificate of incorporation, performance and delivery of this Agreement does not conflict withas applicable, or result operating agreement, limited partnership agreement or shareholders agreement, as applicable, or in a breach default in the performance or observance of any obligation, agreement, covenant or default undercondition contained in any material bond, Participant’s articles debenture, note or other evidence of incorporation indebtedness, or by-lawsin any material lease, any contract, indenture, mortgage, deed of trust, loan agreement, joint venture or other agreement or instrument to which Participant it is a partyparty or by which it or its properties or assets may be bound, or any federal, state or local law, regulation, ruling or interpretation to which Participant is subjectas applicable; (v) no consentParticipant is not in violation of any law, approvalorder, authorization rule, regulation, writ, injunction, judgment or order ofdecree of any court, or registration or filing with, or notice to any court government or governmental agency or body is required for the executionbody, delivery and performance by domestic or foreign, having jurisdiction over Participant of or compliance by Participant with this Agreement over its properties or the consummation of the transactions contemplated by this Agreement, or if required, such approval has been obtained;assets. (vi) each share Lead has provided Participant access to all material information it has requested relevant to its decision to acquire Participation Interests and to ask questions of Common Stock issued Lead’s management and that, except as set forth herein, Lead, nor anyone acting on behalf of Lead, has made any representations or warranties to Bank hereunder is (A) duly authorizedParticipant which have induced, duly issued, fully paid, and non-assessable, and (B) free and clear of all claims, liens, charges persuaded or encumbrances of any typestimulated Participant to acquire Participation Interests; (vii) Participant has reviewed the Policies received any and Procedures all documentation requested by Participant, its attorney and/or its accountant and Loan Documentshad a reasonable opportunity to review such documentation and to have it evaluated by Participant’s attorney and/or accountant, and conducted such other portfolio analysis and due diligence examination as it has deemed to be necessary and appropriate in connection with is entering into this AgreementAgreement with full knowledge of the risks associated therewith; (Aviii) Either alone, or together with its investment advisor(s), Participant has the knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of the prospective investment and Participant is and will be able to bear the economic risk of the investment; (ix) Participant does not consider the acceptance of its participation hereunder to constitute the is an “purchaseAccredited Investor” or “sale” of a “security” within the meaning of as that term is defined in Rule 501 promulgated under the Securities Act of 1933, as amended (the “Securities Exchange Act of 1934 or Rule 10b-5 promulgated thereunderAct”), has completed the Trust Indenture Act of 1939, the securities laws of the State of North Carolina, any other Accredited Investor Questionnaire and provided applicable securities statute or law, or any rule or regulation under any of the foregoing, and accurate information to Lead; (B) Participant acknowledges that it has no expectation to derive profits from the efforts of Bank or any third party in respect of the acquisition of Participation Interest, (C) this participation constitutes a commercial transaction by Participant with Bank regarding the obligations of the Borrowers under the Loan Documents and does not represent a common joint venture with Bank or an “investment” (as the term is commonly understood) in Bank or any Borrower, (Dx) Participant is accepting the acquiring Participation Interest Interests for its own account in respect of a commercial transaction made in the ordinary course of its commercial business and not with a view to the distribution or resale thereof in violation of the Securities Act; (xi) Participant is not subject to a disqualifying event (as defined in Rule 506(d) and 506(e) of Regulation D, as amended) whereby Lead would be prohibited from relying on the registration exemption provided in Rule 506(b) of Regulation D; and (xii) Participant shall continue to rely solely upon its independent review of the facts and circumstances with respect to all maters under or in connection with any subdivision, resale, or distribution thereof (except as provided herein), and (E) Participant is engaged in the business of entering into commercial transactions (including transactions of the nature contemplated herein), can bear the economic risk related to its Participation Interest in the Loans, and has had access to all information deemed necessary by it in making its decision whether or not to participate in the Loans; and (ix) Participant represents and warrants that (A) it has independently reviewed the Loan Documents, (B) Participant has conducted and will continue to conduct, to the extent it deems appropriate or necessary, an independent investigation of each Borrower, including, without limitation, an investigation relating to the creditworthiness of each Borrower, and (C) Participant has not relied, and will not rely upon Bank for any such investigation or assessment of riskthis Agreement.

Representations and Warranties of Participant. Participant hereby makes Participant, as a material inducement to Lender to enter into this Agreement and to consummate all of the following representations transactions contemplated hereby, represents and warranties warrants to BankLender as follows: (i) A. Participant is a corporation duly organized, organized and validly existing and in good standing under the laws of the State its jurisdiction of California; (ii) Participant incorporation and has the legal power and authority, and has taken all necessary and proper action authority to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated hereby;. (iii) B. The execution, delivery, and performance of this Agreement, together with any other document or instrument related to and the transfer consummation of the Common Stocktransactions contemplated hereby, have been duly authorized, executed by all necessary action on the part of Participant, do not and delivered by will not contravene its articles of incorporation or bylaws or any agreement, law, governmental rule, regulation, or order binding on Participant and(including, assuming without limitation, legal lending limits applicable to it), and do not require the due authorizationconsent or approval of the giving of notice to, execution and delivery the registration with, or the taking of this any other action with respect to, any Authority. C. This Agreement by Bank constitute constitutes the valid legal, valid, and binding obligation of Participant and is enforceable against it in accordance with their its terms, except as limited by laws affecting the enforcement of creditor’s rights . D. Neither Participant nor any Person that Participant has authorized to act on its behalf has directly or equitable principles generally; (iv) the execution, performance and delivery of indirectly offered any interest or participation in this Agreement does not conflict with, or result in a breach of or default under, Participant’s articles of incorporation or by-laws, any agreement or instrument to which Participant is a party, or any federal, state or local law, regulation, ruling or interpretation to which Participant is subject; (v) no consent, approval, authorization or order of, or registration or filing with, or notice to any court or governmental agency or body is required for other Person. E. Participant has been given adequate opportunity to review and in fact has independently evaluated the execution, delivery and performance by Participant of or compliance by Participant with this Agreement or the consummation terms of the transactions transaction contemplated by this AgreementAgreement and the Commitment, or if required, such approval has been obtained; (vi) each share of Common Stock issued to Bank hereunder is (A) duly authorized, duly issued, fully paid, and non-assessable, and (B) free and clear of all claims, liens, charges or encumbrances of any type; (vii) as Participant has reviewed the Policies and Procedures and Loan Documents, and conducted such other portfolio analysis and due diligence examination as it has deemed to be necessary and appropriate prudent in connection with entering order to make its own determination to enter into this Agreement;. (A) Participant does not consider the acceptance of its participation hereunder to constitute the “purchase” or “sale” of a “security” within the meaning of the Securities Act of 1933, the Securities Exchange Act of 1934 or Rule 10b-5 promulgated thereunder, the Trust Indenture Act of 1939, the securities laws of the State of North Carolina, any other applicable securities statute or law, or any rule or regulation under any of the foregoing, (B) Participant acknowledges that it has no expectation to derive profits from the efforts of Bank or any third party in respect of the acquisition of Participation Interest, (C) this participation constitutes a commercial transaction by Participant with Bank regarding the obligations of the Borrowers under the Loan Documents and does not represent a common joint venture with Bank or an “investment” (as the term is commonly understood) in Bank or any Borrower, (D) Participant is accepting the Participation Interest for its own account in respect of a commercial transaction made in the ordinary course of its commercial business and not with a view to or in connection with any subdivision, resale, or distribution thereof (except as provided herein), and (E) Participant is engaged in the business of entering into commercial transactions (including transactions of the nature contemplated herein), can bear the economic risk related to its Participation Interest in the Loans, and has had access to all information deemed necessary by it in making its decision whether or not to participate in the Loans; and (ix) Participant represents and warrants that (A) it has independently reviewed the Loan Documents, (B) F. Participant has conducted made and will continue to conductmake such independent evaluation of such financial information and other data relating to Borrowers, guarantors, and the Collateral as Participant deems necessary and prudent. Participant acknowledges that all reports and other information furnished by Lender to Participant with respect to Borrowers, guarantors, the Loans, or otherwise, whether in writing or orally, have been without representation or warranty by Lender with respect to their truth or accuracy and Participant has assumed no responsibility with respect to such reports. Participant recognizes that such reports have been and will continue to be prepared from information made available by Borrowers to Lender’s personnel, who are not acting as accountants and who are not verifying the information so supplied. Participant further acknowledges that all such reports have been and shall be furnished and received strictly on a confidential basis for the exclusive use of Participant, and Participant agrees that it shall not make any such information available to any other Person, except to Authorities, Participant’s legal counsel, and as otherwise required by prudence or any applicable law, or to the extent it deems appropriate otherwise permitted pursuant to the terms hereof to be provided to any prospective participant or necessaryassignee. G. Participant is entering into this Agreement as a sophisticated and knowledgeable party, relying entirely upon its own independent evaluation of the current and projected financial condition and creditworthiness of Borrowers and guarantors and the adequacy of the Collateral. Participant further acknowledges that Lender has made no oral or written guaranty or warranty, express or implied, and assumes no responsibility as to (i) recitals, statements, representations or warranties in any of the Loan Documents; (ii) the authorization, execution, effectiveness, genuineness, validity, or enforceability of any of the provisions of this Agreement (except as set forth in Section 4.2.B below) or the Loan Documents (except that Lender shall obtain, when available, an opinion of counsel from the various Borrower’s counsel opining as to the enforceability of the Loan Documents); (iii) any filing, recording, registration, giving of notice, or other action taken or to be taken with respect to any of the Loan Documents (except as is otherwise provided in Articles 2 and 3 hereof); (iv) compliance with any provision of law or the requirements of any Authority; (v) the priority, perfection (except that Lender shall be responsible for the continuation of Uniform Commercial Code financing statements) or effectiveness of any lien or security interest created or intended to be created by any of the Loan Documents; or (vi) the collectibility of the indebtedness evidenced by the Notes, as to all of which matters Participant has made independent investigation and has satisfied itself. H. Participant is entitled to receive payments hereunder without the withholding of each Borrowerany tax and will furnish to Lender such forms, includingcertifications, without limitation, an investigation relating to the creditworthiness of each Borrowerstatements, and (C) Participant has not relied, and will not rely upon Bank for other documents as Lender may request from time to time to evidence the Participant’s exemption from the withholding of any such investigation tax imposed by any jurisdiction or assessment of riskto enable Lender to comply with any applicable laws or regulations relating thereto.