Each Borrower is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, is authorized to transact business in the State where the Individual Property owned by such Borrower is located, and has all necessary licenses, authorizations, registrations and/or approvals, and full power and authority, to own its Property.  Each Borrower will maintain in good standing its existence, franchises, rights and privileges under the laws of the State of Delaware and its rights to transact business in the State where the Individual Property owned by such Borrower is located, and no Borrower will, without the prior written consent of Lender, (i) dissolve, terminate or otherwise dispose, directly or indirectly or by operation of law, of all or substantially all of its assets, except as otherwise expressly provided herein or (iii) change its name or its legal structure or organizational form from a limited liability company organized under the laws of the State of Delaware.