Status of the Eligible Notes Receivable Sample Clauses

Status of the Eligible Notes Receivable. All duties, obligations and responsibilities required to be performed by the Subsidiary Guarantors with the Eligible Notes Receivable or related loan documents have been performed, and no payment default or failure to comply with other material obligations under any of such documents after the expiration of applicable grace or cure periods exists. To the best of Borrower’s knowledge, the Eligible Notes Receivable and related loan documents are valid and enforceable against the parties thereto in accordance with their terms, subject to insolvency, bankruptcy, moratorium and other laws affecting creditors’ rights generally, and are in compliance with all applicable laws. The Eligible Notes Receivable and related loan documents create a valid, enforceable and perfected first-priority lien and security interest in the property described therein, and Borrower and Guarantors shall take such actions as are necessary (including, without limitation, the filing of continuation statements) to cause such documents to remain a valid, enforceable and perfected first-priority lien and security interest therein. The Eligible Notes Receivable evidence bona fide indebtedness or obligations owing to a Subsidiary Guarantor, and to the best of Borrower’s knowledge, no obligor with respect to any Eligible Note Receivable has any rights to set off, counterclaim or defenses with respect to the payment or performance of any obligations thereunder.