Warranties of Grantor. Grantor, for itself and its successors and assigns, does hereby represent, warrant and covenant to and with Grantee, its successors and assigns, that:
(a) Grantor has good and marketable fee simple title to the Property, subject only to those matters expressly set forth as exceptions to or subordinate matters in the title insurance policy insuring the lien of this Security Deed which Grantee has agreed to accept, excepting therefrom all preprinted and/or standard exceptions (the "Permitted Exceptions"), and has full power and lawful authority to grant, bargain, sell, convey, assign, transfer and mortgage its interest in the Property in the manner and form hereby done or intended. Grantor will preserve its interest in and title to the Property and will forever warrant and defend the same to Grantee against any and all claims whatsoever and will forever warrant and defend the validity and priority of the lien and security interest created herein against the claims of all persons and parties whomsoever, subject to the Permitted Exceptions. The foregoing warranty of title shall survive the foreclosure of this Security Deed and shall inure to the benefit of and be enforceable by Grantee in the event Grantee acquires title to the Property pursuant to any foreclosure;
(b) No bankruptcy or insolvency proceedings are pending or contemplated by Grantor or, to the best knowledge of Grantor, against Grantor or by or against any endorser or cosigner of the Note, or any guarantor or indemnitor under any guaranty or indemnity agreement executed in connection with the Note of the loan evidenced thereby and secured hereby;
(c) To the best of Grantor's knowledge, all reports, certificates, affidavits, statements and other data furnished by or on behalf of Grantor to Grantee in connection with the loan evidenced by the Note are true and correct in all material respects and do not omit to state any fact or circumstance necessary to make the statements contained therein not misleading;
(d) The execution, delivery and performance of this Security Deed, the Note and all of the other Loan Documents have been duly authorized by all necessary action to be, and are, binding and enforceable against Grantor in accordance with the respective terms thereof and do not contravene, result in a breach of or constitute (upon the giving of notice or the passage of time or both) a default under the partnership agreement, articles of incorporation or other organizational documents of Grantor or...
Warranties of Grantor. Grantor, for itself and its successors and assigns, does hereby represent, warrant and covenant to and with Beneficiary, its successors and assigns, that:
Warranties of Grantor. 8 1.2 Defense of Title.......................................................................................12
Warranties of Grantor. Grantor, for itself and its successors and assigns, does hereby represent, warrant and covenant to and with Beneficiary, its successors and assigns, that:
(a) Grantor has good and marketable fee simple title to the Property, subject only to those matters expressly set forth on Exhibit B attached hereto and by this reference incorporated herein (the “Permitted Exceptions”), and has full power and lawful authority to grant, bargain, sell, convey, assign, transfer and encumber its interest in the Property in the manner and form hereby done or intended. None of the Permitted Exceptions materially interferes with the security intended to be provided by this Deed of Trust, the current primary use of the Property or the current ability of the Property to generate income sufficient to service the Loan. Grantor will preserve its interest in and title to the Property and will forever warrant and defend the same to Beneficiary against any and all claims whatsoever and will forever warrant and defend the validity and priority of the lien and security interest created herein against the claims of all persons and parties whomsoever, subject to the Permitted Exceptions. The foregoing warranty of title shall survive the foreclosure, exercise of any power of sale or other enforcement of this Deed of Trust (whether by power of sale or otherwise) and shall inure to the benefit of and be enforceable by Beneficiary in the event Beneficiary acquires title to the Property pursuant to any foreclosure, exercise of any power of sale or otherwise; provided, however, in no way is the foregoing warranty of title intended to provide Beneficiary with rights beyond those provided to it under Colorado law;
Warranties of Grantor. Grantor covenants and warrants that the Grantor owns 100% right, title and interest in the Mining Properties and has not veyed or otherwise encumbered any right in or to ores and minerals, including coal, oil, gas, oil shale and other hydrocarbons situated in, upon or under the Mining Properties, except for the surface title ownership as previously noted. Grantor further covenants and warrants that there are no outstanding royalty obligations or other payment obligations with relation to ores and minerals, including coal, oil, gas, oil shale and other hydrocarbons situated in, upon or undero the Mining. Properties. Grantor agrees that if examination of title reveals or discloses any matter which adversely affects Grantor's title that Grantor, if requested by Grantee, will promptly, and in any event within ninety (90) days of notice from Grantee take such action as is necessary to clear such title defect at no additional cost to the Grantee and if such title defe cannot be cleared, Grantee shall either waive the clearance of the defect and accept title as is, or permit the Grantor to termir this option by returning any monies paid to the Grantor hereunder Grantor makes no warranties as to title or ownership of the Mining Properties other than as specified in this section.
Warranties of Grantor. Grantor represents to Beneficiary and agrees to that:
(a) Grantor has good and marketable fee simple title to the Trust Property. Grantor will preserve its interest in and title to the Trust Property and will forever warrant and defend the same. There are no security agreements or financing statements affecting the Trust Property other than as expressly accepted in writing by Beneficiary;
(b) The execution, delivery and performance of this Deed of Trust and the other Loan Documents have been duly authorized by all necessary action and are binding and . enforceable against Grantor in accordance with their terms and do not (i) constitute a breach or default under Grantor's organizational documents or any other agreement regarding Grantor or any of its property or (ii) violate any Applicable Law;
(c) Regarding the Trust Property (i) to the best of Grantor's knowledge, its intended use complies in all material respects with all restrictive covenants, Environmental Laws and Applicable Laws, including zoning and building codes, and it constitutes one or more separate tax parcels for purposes of ad valorem taxation; (ii) it is served by all utility services necessary for its current or contemplated use; (iii) it is free from damage caused by fire or other casualty; (iv) no proceeding for the total or partial condemnation against the Trust Property is pending or threatened; and (v) except as expressly disclosed in that certain Engineering Report entitled Property Condition Report, dated August 1, 2003 and prepared by EMG (the "Engineering Report"), the Improvements are structurally sound, in good repair and free of defects in materials and workmanship, all major building systems are in good working order and condition.
(d) All insurance required hereunder is in full force and effect and none of the premiums have been or at any time will be financed; and
(e) Grantor and the Trust Property are free from any past due obligations for sales and payroll taxes.
