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135242317v3 14 for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. In the event of a conflict between the terms and requirements of this Section 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control. ARTICLE III THE PROJECT LOAN Section 3.01 Conditions to Funding the Project Loan. On the Delivery Date, the proceeds constituting the initial advance may be wired directly to the Title Company as provided herein, and thereafter, Governmental Lender shall cause the proceeds of the Funding Loan to be deposited with the Fiscal Agent in accordance with Section 2.11 of the Funding Loan Agreement and Section 3.03 hereof. Fiscal Agent shall use such proceeds as provided in Article II of the Funding Loan Agreement to make the Project Loan on behalf of Governmental Lender, provided that no authorization for the initial disbursement of proceeds shall be made until the following conditions have been met: (a) Borrower shall have executed and delivered to Governmental Lender the Project Note and Governmental Lender shall have endorsed the Project Note to Fiscal Agent. (b) The Security Instrument and the Assignment, with only such changes therein as shall be approved in writing by Funding Lender Representative, shall have been executed and delivered by Borrower and Governmental Lender, respectively, and delivered to Title Company for recording in the appropriate office for recording real estate documents in the county in which the Project is located (the “Recorder’s Office”). (c) The TEL Regulatory Agreement shall have been executed and delivered by the parties thereto and shall have been delivered to Title Company for recording in the Recorder’s Office, and Fiscal Agent shall have received evidence satisfactory to it of such delivery. (d) All other Financing Documents not listed above shall have been executed and delivered by all parties thereto and delivered to Fiscal Agent. (e) Borrower shall have delivered to Fiscal Agent, Governmental Lender, Funding Lender Representative and Loan Servicer a certificate confirming, as of the Delivery Date, the matters set forth in Section 2.02 hereof and an opinion of its counsel or other counsel satisfactory to Fiscal Agent, Governmental Lender, Bond Counsel, Funding Lender Representative, Freddie Mac and Loan Servicer. Section 3.02 Terms of the Project Loan; Servicing. (a) The Project Loan shall (i) be evidenced by the Project Note; (ii) be secured by the Security Instrument; (iii) be in the maximum aggregate principal amount of $25,820,000; (iv) bear interest as provided in the Project Note; (v) provide for principal and interest payments in accordance with the Project Note; and (vi) be subject to optional