04-26-2023 Council Packet - Laserfiche WebLink

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77060962v1 17 R4 LCMN Acquisition LLC c/o R4 Capital LLC 780 Third Avenue, 16th Floor New York, New York 10017 Attention: Marc Schnitzer Telephone Number: 646.576.7659 E-Mail Address: mschnitzer@R4cap.com Nixon Peabody LLP Exchange Place 53 State Street Boston, MA 02109 Attn: John M. Marti Email: jmarti@nixonpeabody.com Section 20. Governing Law. This Regulatory Agreement shall be governed by and construed in accordance with the laws and judicial decisions of the State of Minnesota, without regard to its conflicts of laws principles, except as such laws may be preempted by any federal rules, regulations, and laws. Section 21. Payment of Fees. Notwithstanding payment of the Loan, the termination of the Loan Agreement, and the defeasance or discharge of the Note, throughout the term of the Qualified Project Period, the Borrower shall continue to pay: (a) to the Fiscal Agent, its reasonable and customary fees and expenses for reviewing and, if necessary, enforcing compliance by the Borrower with the terms of this Regulatory Agreement; (b) to the Governmental Lender, reimbursement for all reasonable fees and expenses, including, but not limited to, financial advisory and legal fees and expenses necessary for the Governmental Lender’s reviewing and, if necessary, enforcing compliance by the Borrower with the terms of this Regulatory Agreement; and (c) the fees and expenses of any entity or person designated by the Fiscal Agent or Governmental Lender to perform the review of the Borrower’s compliance with this Regulatory Agreement; provided that such fees and expenses are not duplicative of any fees and expenses paid under (a) and (b) above. Section 22. Limited Liability. Notwithstanding anything to the contrary in this Regulatory Agreement, it is understood and agreed by the Borrower and the Fiscal Agent that no covenant, provision or agreement of the Governmental Lender herein or in the Note or in any other document executed by the Governmental Lender in connection with the issuance, sale and delivery of the Note, or any obligation herein or therein imposed upon the Governmental Lender or breach thereof, shall give rise to a pecuniary liability of the Governmental Lender or a charge against its general credit or taxing powers or shall obligate the Governmental Lender financi ally in any way except with respect to the Loan Agreement and the application of revenues therefrom and the proceeds of the Note. No failure of the Governmental Lender to comply with any term, condition,