04-26-2023 Council Packet - Laserfiche WebLink

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77060900v2 8 to the same plan of financing, and (iii) reasonably expected to be paid from substantially the same source of funds. (h) There is no action, suit, proceeding, inquiry, or investigation at law or in equity or before or by any court, public board or body pending, or, to the best knowledge of the Governmental Lender, threatened against or affecting the Governmental Lender wherein an unfavorable decision, ruling or finding would adversely affect (i) the transactions contemplated by, or the validity or enforceability of, the Governmental Note, the Funding Loan Agreement or this Agreement or (ii) the exclusion from gross income of interest on the Governmental Note for purposes of federal income taxation. (i) In connection with the authorization, issuance and sale of the Governmental Note, the Governmental Lender has complied in all material respects with all provisions of the laws of the State, including the Act. (j) The Governmental Lender has not assigned or pledged and will not assign or pledge its interest in this Agreement for any purpose other than to secure the Governmental Note under the Funding Loan Agreement. The Governmental Note constitute the only Governmental Note or other obligations of the Governmental Lender in any manner payable from the revenues to be derived from this Agreement, and except for the Governmental Note, no Governmental Note or other obligations have been or will be issued on the basis of this Agreement. (k) The Governmental Lender is not in default under any of the provisions of the laws of the State, which default would affect the issuance, validity or enforceability of the Governmental Note or the transactions contemplated by this Agreement or the Funding Loan Agreement. (l) The Governmental Lender covenants and agrees that it will take or cause to be taken all required actions to preserve the exclusion from gross income for federal income tax purposes of interest on the Governmental Note. All of the amounts received upon the sale of the Governmental Note shall be allocated to, and shall be used, for the purpose of financing the aggregate basis of land and building costs within the meaning of Section 42(h)(4)(B) of the Code. To the extent within the reasonable control of the Governmental Lender, and provided that the Governmental Lender shall be under no duty to enforce compliance, the amounts received upon the sale of the Governmental Note and interest and other investment earnings on those amounts shall be allocated and used for financing Project Costs of each building and related land in the Project Facilities so that the aggregate basis of each such building and related land, within the meaning of Section 42(h)(4) of the Code, shall be financed fifty percent (50%) or more from those amounts. (m) No member of the Governmental Lender, nor any other official or employee of the Governmental Lender, has any interest (financial, employment or other) in the Borrower, in the Project Facilities or in the transactions contemplated hereby, by the other Funding Loan Documents or by the Funding Loan Agreement. (n) The Governmental Lender used no broker in connection with the execution hereof and the transactions contemplated hereby. Section 4.2 No Liability of Governmental Lender; No Charge Against Governmental Lender’s Credit. Any obligation of the Governmental Lender created by, arising out of, or entered into in contemplation of this Agreement, including the payment of the principal of, premium if any, and interest on the Governmental Note, shall not impose or constitute a debt or pecuniary liability upon the