04-26-2023 Council Packet - Laserfiche WebLink

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77060900v2 54 (iii) any costs and expenses incurred by the Governmental Lender, the Controlling Person and the Funding Lender in connection with the collection of any amount for which Borrower is personally liable under this Section 10.13, including attorneys’ fees and costs and the costs of conducting any independent audit of Borrower’s books and records to determine the amount for which Borrower has personal liability; and (iv) Borrower’s indemnity obligations pursuant to Section 2.5 and 10.12. (e) Further, nothing contained in this Section shall be deemed to limit, vary, modify or amend any obligation owed under any guaranty, master lease or indemnification agreement, including the Environmental Indemnity and the other guaranty agreements of the Guarantors, furnished in connection with financing of the acquisition, construction and equipping of the Project Facilities, recourse under which is not, by its terms, expressly limited in accordance with this Section 10.13. (f) Notwithstanding anything to the contrary, Governmental Lender, Funding Lender, Controlling Person and Noteowners shall not be deemed to have waived any right such Persons may have under Section 506(a), 506(b), 1111(b) or any other provisions of the Bankruptcy Code to file a claim for the full amount of Borrower’s and Guarantor’s Obligations under the Funding Loan Documents or to require that all collateral shall continue to secure all Obligations under the Funding Loan Documents. Section 10.14 Publicity. The Borrower hereby authorizes the Controlling Person or the Funding Lender and their respective affiliates, without further notice or consent, to use the Borrower ’s and its affiliates’ name(s), logo(s) and photographs related to the Project Facilities in its advertising, marketing and communications materials on a national and/or international basis. Such materials may include web pages, print ads, direct mail and various types of brochures or marketing sheets, and various media formats other than those listed (including without limitation video or audio presentations through any media form). In these materials, the Controlling Person or the Funding Lender also may discuss at a high level the types of services and solutions the Controlling Person or the Funding Lender has provided the Borrower. This authorization shall remain in effect unless the Borrower notifies the Controlling Person in writing in accordance with the notice provisions set forth herein that such authorization is revoked. The Controlling Person or the Funding Lender shall also have the right to publicize its involvement in the financing of the Project Facilities, including the right to maintain a sign indicating such involvement at a location at the Project Facilities reasonably acceptable to the Borrower and Controlling Person. Section 10.15 Determinations by the Funding Lender and Controlling Person. Subject to specific provisions in this Agreement to the contrary, in any instance under this Agreement where the consent or approval of the Controlling Person or the Funding Lender may be given or is required, or where any determination, judgment or decision is to be rendered by the Controlling Person or the Funding Lender under this Agreement, the granting, withholding or denial of such consent or approval and the rendering of such determination, judgment or decision shall be made or exercised by the Controlling Person or the Funding Lender (or its designated representative) at its sole and absolute discretion. The Funding Lender may by separate instrument delegate, assign, transfer and set over unto the Controlling Person any or all of the rights, remedies, duties and obligations of the Funding Lender under this Funding Loan Agreement and the other Funding Loan Documents, in which event the Controlling Person shall have each of the rights, remedies, duties and obligations delegated to it as if specifically named herein and in the other Funding Loan Documents, as applicable, and shall be entitled to act in its own name, but if necessary in the name and stead of the Funding Lender, to enforce each of the remedies provided to the Funding Lender hereunder or under the other Funding Loan Documents.