06-08-2022 Council Packet - Laserfiche WebLink

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73495086v3 52 (vi) the occurrence of any of the following transfers: (A) any Person that is not an Affiliate creates a mechanic’s lien or other involuntary lien or encumbrance against the Project Facilities and such lien is not bonded over or otherwise collateralized to the satisfaction of the Controlling Person in compliance with the provisions of this Agreement. (B) a transfer of property by devise, descent or operation of law occurs upon the death of a natural person in violation of the requirements set forth in the Funding Loan Documents. (C) the Borrower grants an easement that does not meet the requirements set forth in the Funding Loan Documents. (D) Borrower executes a Lease that does not meet the requirements set forth in the Funding Loan Documents; (vii) any act of fraud or willful misconduct or any criminal act of the Borrower, the General Partner or the Guarantor; (viii) the Borrower’s misappropriation of funds or other Collateral; or (ix) any litigation or other legal proceeding related to the Obligations filed by any of the Borrower, Guarantor, or any of their Affiliates, or any other action of any such Person that delays, opposes, impedes, binders, enjoins or otherwise interferes with or frustrates the efforts of Funding Lender to exercise any rights and remedies available to Funding Lender provided herein or in the other Funding Loan Documents. (c) The Borrower and the Guarantor shall have full recourse and personal liability for all of the Indebtedness (and the limitation on liability in the first sentence of Section 10.13(a) hereof shall be null and void) as a result of the occurrence of any of the following: (i) a violation of Section 6.11(a), 6.12(b) or 6.13(c) hereof; (ii) the Borrower’s taking any action which adversely affects the exclusion from gross income of interest on the Governmental Note for federal income tax purposes, or the Borrower’s omitting or failing to take any action required to maintain the exclusion from gross income of interest on the Governmental Note for federal income tax purposes; (iii) the Borrower or the General Partner fails to comply with any provision of Section 6.11(b) hereof and a court of competent jurisdiction holds or determines that such failure or combination of failures is the basis, in whole or in part, for the substantive consolidation of the assets and liabilities of the Borrower or the General Partner with the assets and liabilities of a debtor pursuant to Title 11 of the Bankruptcy Code; (iv) a transfer that is an Event of Default under Section 7.1 hereof occurs (other than a transfer described in Section 10.13(b)(vi) above, for which Borrower will have personal liability for any loss or damage); provided, however, that Borrower will not have any personal liability for a transfer consisting solely of the involuntary removal or involuntary withdrawal of the General Partner;