06-14-2017 Council Packet - Laserfiche WebLink

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4844-3581-6777.2 2 any Capital Campaign Pledges. (d) The Lender, at any time after the occurrence of a Default (as hereinafter defined), may in the place and stead of the Borrower in its own name, exercise all rights and powers of the Borrower regarding receipt of the Capital Campaign Pledges to the same extent as the Borrower may exercise such rights and powers with respect thereto. 2. Capital Campaign Account. Pursuant to the Loan Agreement, the Borrower has agreed to deposit the Capital Campaign Pledges made while this Agreement remains in effect directly to the Lender on behalf of the Borrower, to be retained in an account of the Lender (the “Capital Campaign Account”) pursuant to the terms of the Loan Agreement. The Borrower hereby grants to the Lender a security interest in the Capital Campaign Account as security for all obligations of the Borrower under the Note and the Loan Agreement. 3. Representations and Warranties. The Borrower hereby represents and warrants that it has all requisite power and authority and the legal right to enter into this Agreement, and that its execution, delivery and performance of this Agreement is within its powers, have been duly authorized by all necessary Borrower action, and do not contravene any agreement applicable to it or restrictions binding on or affecting it or its assets. 4. Covenants. The Borrower covenants and agrees: (a) At any time and from time to time, upon the request of the Lender, promptly and duly to execute and deliver such further instruments and documents as the Lender may reasonably request for the purpose of obtaining or preserving the full benefits of this Agreement and the rights and powers granted herein (including without limitation, financing or continuation statements); and (b) Not to assign or grant any other interests in the Borrower's rights with respect to the Capital Campaign Pledges; provided, however, the Borrower may assign or grant any interests or rights with respect to the Capital Campaign Pledges in excess of the outstanding principal amount of the Note. 5. Default. (a) For purposes of this Agreement, the failure of the Borrower to deposit the Capital Campaign Pledges with the Lender as and when required under the Loan Agreement, subject to any applicable cure periods, in accordance with the terms thereof shall constitute a “Default.” (b) Upon the occurrence and during the continuation of a Default, the Lender may exercise any and all rights that the Borrower has to collect the Capital Campaign Pledges. So long as no Default has occurred and is continuing, the Borrower shall have the right to enforce all rights and benefits granted to them under said instruments; provided, however, that the Capital Campaign Pledges shall nevertheless be deposited with the Lender as provided herein and in the Loan Agreement. Under no circumstances will the Lender assert a claim against the Project.