HomeMy WebLinkAboutAD05-332 - Other - Springboard Holdings, LLC - Centurion Fiancial Group Borrower's Certificate - 09/14/2006 BORROWER'S CERTIFICATE
In connection with and as an inducement to CENTURIONT FINANCIAL GROUP, LLC, a
Washington limited liability company ("Lender"), to make a loan in the amount of Eleven Million
Four Hundred Thirteen Thousand and No/100 Dollars ($11,413,000 00) (the "Loan") to
SPRINGBOARD HOLDINGS, L L C , a Washington limited liability company, (the 'Borrower"),
Borrower hereby unconditionally warrants and represents to Lender the following as of the date
hereof and the date of each disbursement under the Loan.
I. Organization Borrower is a limited liability company duly organized, validly
existing, and in good standing under the laws of the State of Washington and is qualified to do
business in said state_ The true and correct name of Borrower is "SPRINGBOARD HOLDINGS,
L.L C." and no proceeding of action is pending, planned, or threatened for the dissolution,
termination, or annulment of Borrower or any entity or trust member of Borrower. The execution
and delivery of each of the documents to be executed by Borrower in connection with the Loan
(collectively the "Loan Documents") has been duly authorized by all necessary company actions of
Borrower
1 Information. All information, reports, papers, and data given to Lender by or on
behalf of Borrowei with respect to the Loan are to the best of Borrower's knowledge accurate,
complete, and correct in all material respects and do not omit any fact necessary to prevent the facts
contained therein from being materially misleading
3. Title to Property. Borrower has good and marketable title to the property described
on Exhibit"A" attached hereto and made a part hereof, and Borrower has good and marketable title a
to all of the other property, both real and personal, as its interests may appear, to be pledged to
Lender as collateral for the Loan (collectively the "Property") None of the personal property
being pledged to Lendei as collateral for the Loan (if any) was acquired in violation of any
applicable bulk sale law,
4. Taxes and Other Payments Borrower has filed all federal, state, county,
municipal,and city income and other tax returns which are required to have been filed by Borrower,
and Borrowei has paid all taxes which have become due pursuant to such returns or pursuant to any
assessments received by Bonower, and Borrower knows of no basis for any additional assessment
in respect of any such taxes.
S. Litigation There are no actions, suits, or proceedings pending or, to the
knowledge of Borrower,threatened against or affecting Borrower, any guarantor of the Loan, or the
Property
6. The Financial Statements Borrower's financial statements and the financial
statements of the guarantors of the Loan heretofore delivered to Lender are true, complete, and
correct in all material respects, have been prepared in accordance with generally accepted
SPRINGBOARD IIOLDINGS,L L C
BOROW lI s Ccruricato(CIG)
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accounting principles consistently applied, and fairly present the respective financial conditions of
the subjects thereof as of the respective dates thereof. No materially adverse change in Borrower's
financial condition or the financial condition of any of the guarantors of the Loan has occurred since
the respective dates thereof, and no borrowings have been made by Borrower or any of the
guarantors of the Loan since the respective dates thereof other than the borrowing contemplated
hereby or other borrowings pre-approved in writing by Lender
7. No Defaults Borrower is not in default in the payment of any indebtedness for
borrowed money or under the terms and provisions of any agreement or instrument evidencing any
such indebtedness- The execution and delivery of the Loan Documents will not violate any
indenture, agreement or other document to which Borrower is a party, To Borrower's knowledge,
it is not in default with respect to any order. wnt, injunction, decree or demand of any court or of
any other requirement of any governmental authority.
8. Access and Utilities To the best of Borrowers knowledge the Property has
adequate rights of access to public ways and all water, sanitary sewer and stomi drain facilities
which are necessary for the use of the Property for its intended purposes.
9. Licenses; Permits Borrower has obtained or will obtain from each governmental
authority with jurisdiction over the Property and fiom each beneficiary of each restrictive covenant
encumbering the Property (if any) all licenses, permits, authorizations, consents and approvals
necessary for the construction, operation, use, and occupancy of the Property, except for licenses,
permits, authorizations, consents, and approvals obtained by any tenants or subtenants of the
Property related to their construction, operation, use,and occupancy of the Property.
1O. Lien Potential. Except for the first lien Deed of Trust, Security Agreement,
Assignment of Leases and Rents and Fixture Filing in favor of the City of Kent, a Washington
municipal corporation, Bonower has not taken, suffered, or permitted any action, the effect of
which would be to establish or cause the inception or priority of any mechanics' or matenalmens'
lien,statutory or otherwise, or any other lien,charge,or encumbrance upon the Property(or any part
thereof), to be prior or superior to the lien and security interest of the Deed of Trust, Security
Agreement, Assignment of Lease and Rents and Fixture Filing to be executed with respect to the
Property as security for the Loan To the best of Bonower's knowledge each contractor,
subcontractor, mechanic, and materialmen which has at any time supplied labor or materials to the
Property has been paid in full, and Borrower has received no lien affidavits with respect to the
Property.
IL Violation of Laws. The use by Borrower of the Property for its intended purpose
will not result in the violation of any law,ordinance,or regulation applicable to the Property
12. No Indenuufication None of the guarantors of the Loan have been indeirinifred by
Borrower or have received any other agreement of reimbursement from Borrower in connection
with the execution and delivery of their respective guaranty agreements.
SPRINGBOARD HOLDINGS,L L C
Borrowcr's Ccndicate(CFO)
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13. Not Foreign Person or Entity. Borrower is not a foreign corporation, foreign
partnership, foreign trust, foreign estate, or foreign person (as those terms are defined by the
Internal Revenue Code of 1986, as amended) The U.S. Federal Tax Identification number of
Borrower is 20-3941255 The address of Borrower's chief executive office is 2018 — 156"'
Avenue N.E , Bellevue, WA 98007.
14. Ratification of Representations and Warranties in Loan Documents All the
representations and warranties herein and in the Loan Documents are hereby ratified by Borrower
as of the date hereof and shall be deemed reaffirmed by Borrower as of the date of closing of the
Loan and at the time of each disbursement under the Loan, unless Borrower shall notify Lender to
the contrary in writing prior to such date.
Borrower acknowledges that Lender is relying upon the truth and accuracy of the statements
set forth herein in electing to disburse the Loan to Borrower
Dated this 14th day of September,2006.
BORROWER:
SPRINGBOARD HOLDINGS,L.L C.
a Washington limited liability company
By: Ben Krrez
Its President
SPRINGBOARD Not DINGS.L L C
Borrower's Ccr(tGcate(CrG)
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EXHIBIT "A"
NEW LOTS A, B AND C, CITY OF KENT LOT LINE ADJUSTMENT NO. LL-2005-37,
RECORDED UNDER RECORDING NO 20060110002592.
SITUATE IN THE CITY OF KENT, COUNTY OF K1NO, STATE OF WASHINGTON.
[END OF EXHIBIT "A"]
SPRINGBOARD HOI DINGS,C !C
Borrower's Ccrt]I1W(C(C(G)
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