06-08-2022 Council Packet - Laserfiche WebLink

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73495086v3 38 addition, in the event that principal or interest payable hereunder is not paid when due, there shall be payable on the amount not timely paid, interest at the Default Rate until the unpaid amount, together with interest thereon, shall have been paid in full. Section 7.9 Reserved Rights; Regulatory Agreement Defaults. (a) Notwithstanding anything to the contrary contained herein, the Governmental Lender may enforce its Reserved Rights under the Funding Loan Documents and exercise the permitted remedies with respect thereto against the Borrower, subject to the provisions of subparagraph (c) below. (b) If there shall have occurred and be then continuing an event of default under the Land Use Restriction Agreement which would, in the reasonable judgment of the Governmental Lender or the Funding Lender, jeopardize the exclusion from gross income of interest on the Governmental Note (a “Regulatory Agreement Default”) and such Regulatory Agreement Default remains uncured or unwaived for a period of sixty (60) days after the Borrower, the Controlling Person and the Funding Lender receive written notice from the Funding Lender or the Governmental Lender stating that a Regulatory Agreement Default has occurred and specifying the nature of such default, then, if authorized by the Funding Loan Documents, the Governmental Lender and the Funding Lender may, without the consent of the Controlling Person or the Funding Lender, exercise the remedy of pursuing specific performance of the Funding Loan Documents on account of such default, unless: (i) The Governmental Lender and the Funding Lender, prior to the end of such sixty (60) day period, are provided with an opinion of Tax Counsel to the effect that the failure to cure such default will not have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Governmental Note (which opinion may be requested and obtained by the Controlling Person or the Funding Lender); (ii) The Controlling Person, the Funding Lender or the Borrower institutes action to cure such Regulatory Agreement Default within such sixty (60) day period and diligently pursues such action thereafter until such Regulatory Agreement Default is cured; or (iii) If such Regulatory Agreement Default is not reasonably curable by the Controlling Person or the Funding Lender without the Funding Lender’s first securing possession of the Project Facilities and/or operational control of the Borrower and the Controlling Person or the Funding Lender (subject to extension during any stay on account of the bankruptcy of the Borrower) (x) instructs the Funding Lender, subject to the terms of the Funding Loan Agreement, to institute, within such sixty (60) day period, proceedings or other action for the purposes of obtaining such possession or control pursuant to the Funding Loan Documents; (y) thereafter instructs the Funding Lender, pursuant to the terms of the Funding Loan Agreement, to pursue diligently such proceedings until such possession or control is obtained; and (z) diligently pursues action to cure such default after the Funding Lender or other designee of the Controlling Person or the Funding Lender obtains possession or control of the Project Facilities, until such default is cured; provided, however, that any extension, of the period within which a Regulatory Agreement Default must be cured shall only be effective if and to the extent that, in the opinion of Tax Counsel provided to the Funding Lender, such extension will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the Governmental Note; and provided further, that the Funding Lender, upon five (5) Business Days’ prior written