06-08-2022 Council Packet - Laserfiche WebLink

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73495086v3 35 recorded in respect thereof and is not stayed pending appeal by a bond or other arrangement given or obtained by the Borrower, any Guarantor or the General Partner on terms which do not violate any of the Borrower’s covenants under this Agreement; (m) Failure by the Borrower or the Guarantor (1) to make any payment or payments in respect of any Obligation or Indebtedness (unless a bona fide dispute exists as to whether such payment is due), when such payment or payments are due and payable (after the lapse of any applicable grace period), (2) to perform any other obligation or covenant under any such obligation or obligations or (3) to pay or perform any obligation or covenant under any Material Contract, any of which (x) results in the acceleration of such Obligation or Indebtedness or enables the holder or holders of such Obligation or Indebtedness or any person acting on behalf of such holder or holders to accelerate the maturity of such obligation or (y) would have, in the Controlling Person’s reasonable opinion, a materially adverse effect on either the Borrower’s or the Guarantor’s ability to pay its obligations and comply with the covenants under this Agreement or any of the other Funding Loan Documents; (n) Construction of the Improvements shall have been discontinued for [thirty (30)] [sixty (60)] consecutive working days for any reason whatsoever, except for Force Majeure or such reason as the Controlling Person shall deem reasonable; (o) If at any time the Borrower shall have been unable for a period of [forty-five (45)] [sixty (60)] days to meet the requirements for an Advance under this Agreement, except for Force Majeure, regardless of whether the Borrower has requested an Advance that has not been funded; (p) The Contractor shall have defaulted under the Construction Contract, which default the Controlling Person, in its sole opinion, shall deem to be substantial, and the Borrower, upon five (5) days written notice from the Controlling Person, shall have failed to exercise any right or remedy to which it shall be entitled; and (q) An event of default shall have occurred under the Subordinate Debt Documents. Section 7.2 Remedies. If an Event of Default has occurred and is continuing uncured, the Funding Lender, or the Controlling Person on behalf of the Funding Lender, may: (a) Declare the principal of the Governmental Note then outstanding and the interest accrued thereon to be due and payable; and (b) Declare the Borrower’s obligations hereunder, under the Borrower Note and under the other Funding Loan Documents to be, whereupon the same shall become, immediately due and payable, provided, no such declaration shall be required, and acceleration shall be automatic, upon occurrence of an event set forth in Section 7.1(g) hereof; and (c) Enter upon the Project Facilities and take possession thereof, together with the Improvements in the course of construction or completed, and all of the Borrower’s materials, supplies, tools, equipment and construction facilities and appliances located thereon, and proceed either in the name of the Funding Lender or in the name of the Borrower as the attorney-in-fact of the Borrower (which authority is coupled with an interest and is irrevocable by the Borrower) as the Controlling Person shall elect, to complete the construction of the Improvements at the cost and expense of the Borrower; if the Controlling Person elects to complete or cause the construction of the Improvements to be so completed, it may do so according to the terms of the Plans and