There is no action, suit, proceeding or investigation pending or, to the best of Borrowers’ knowledge, threatened against any Borrower, Sole Member, Guarantor, the Manager, any Property or the Collateral in any court or by or before any other Governmental Authority which, if adversely determined, might materially and adversely affect the condition (financial or otherwise) or business of any Borrower (including the ability of such Borrower to carry out the transactions contemplated by this Agreement), Sole Member, Guarantor, Manager, the Collateral or the use, condition or ownership of any Property. No Borrower has received any notice, and no Borrower has knowledge, that it is in default or violation of any order, writ, injunction, decree, regulation or demand of any Governmental Authority.