04-26-2023 Council Packet - Laserfiche WebLink

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77060900v2 21 Note at the time of such action, investment or use and agrees to take and cause the Governmental Lender and Funding Lender to take all actions required to comply with the provisions of Section 148 of the Code. The representations contained in the Tax Certificate (which is incorporated herein by reference) are true and correct, and the Borrower and the Governmental Lender will observe the applicable covenants therein as if set forth herein. (c) The Borrower further covenants and agrees that it will comply with and will take all action reasonably required to insure that the Funding Lender complies with all applicable requirements of said Section 148 and the rules and regulations of the United States Treasury Department thereunder relating to the Governmental Note and the interest thereon, including the employment of a Rebate Analyst for the calculation of any rebatable amount (the “Rebate Amount”) to the United States Treasury Department. The Borrower agrees that it will cause a qualified rebate analyst reasonably acceptable to the Controlling Person (the “Rebate Analyst”) to calculate the Rebate Amount not later than forty-five (45) days after the fifth (5th) anniversary of the Closing Date and each five (5) years thereafter and agrees that the Borrower will pay all costs associated therewith. Within fifteen (15) days of the date of each such calculation, the Borrower shall promptly (i) deliver a report or letter from the Rebate Analyst setting forth the Rebate Amount, if any, then due and the methods used to calculate such amount (each, a “Rebate Report”) to the Governmental Lender, the Controlling Person and the Funding Lender, (ii) deliver evidence of payment of the Rebate Amount to the Funding Lender, and (iii) deliver to the Funding Lender any forms required by the Internal Revenue Service to be submitted with the Rebate Amount, if any, and the addresses to which such forms must be sent. (d) Neither the Borrower nor any related person shall, pursuant to any arrangement, formal or informal, purchase any of the Governmental Note, unless the Borrower or such related person delivers a Favorable Opinion of Tax Counsel to the Funding Lender, the Controlling Person and the Governmental Lender. (e) No changes will be made to the Project Facilities, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the exclusion from gross income of interest on the Governmental Note for purposes of federal income taxation. (f) The Borrower will not make any changes in the Project Facilities that would, at the time made, cause the average reasonably expected economic life of the Project Facilities, determined pursuant to Section 147(b) of the Code, to be less than the average reasonably expected economic life of the Project Facilities set forth in such certificates or letters of representation of the Borrower, unless the Borrower files with the Funding Lender and the Controlling Person a Favorable Opinion of Tax Counsel. (g) No portion of the proceeds of the Governmental Note will be used to acquire existing property or any interest therein unless such acquisition meets the rehabilitation requirements of Section 147(d) of the Code. (h) The Project Facilities will be owned, managed and operated as a “qualified residential rental property” as such phrase is utilized in Section 142(d) of the Code. To that end, the Borrower hereby represents and covenants and agrees that it will comply with the terms, conditions and provisions of the Land Use Restriction Agreement. (i) The Borrower will permit any duly authorized representative of the Funding Lender, the Department of the Treasury or the Internal Revenue Service and the Controlling Person