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11-13-2024 Council Packet
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11-13-2024 Council Packet
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135242317v3 <br /> <br /> <br />31 <br /> <br />(ii) Initiate or take any action which may have the effect, directly or <br />indirectly, of impairing the ability of Borrower to timely pay the principal of, <br />interest on, or other amounts due under, the Project Loan. <br />(iii) Interfere with or attempt to influence the exercise by Funding <br />Lender Representative of any of its rights under the Financing Documents upon the <br />occurrence of any default by Borrower under the Financing Documents. <br />(iv) Take any action to accelerate or otherwise enforce payment or seek <br />other remedies with respect to the Project Loan or the Funding Loan. <br />(c) Notwithstanding Sections 7.06(a) and 7.06(b) hereof, Governmental Lender <br />or Fiscal Agent may take one or both of the following actions: <br />(i) Specifically enforce the tax covenants of Borrower specified in <br />Sections 2.04 and 2.05 hereof or seek injunctive relief against acts which may be <br />in violation thereof. <br />(ii) Specifically enforce the TEL Regulatory Agreement or seek <br />injunctive relief against acts which may be in violation of the TEL Regulatory <br />Agreement or are otherwise inconsistent with the operation of the Project in <br />accordance with applicable requirements of the Internal Revenue Code and state <br />law (but in neither the case of subsection (c)(i) above or this subsection (c)(ii) may <br />Governmental Lender or Fiscal Agent seek any form of monetary damages from <br />Borrower in connection with such enforcement). <br />In addition, notwithstanding Sections 7.06(a) and 7.06(b) hereof, <br />Governmental Lender and Fiscal Agent may seek specific performance of the other <br />Unassigned Rights (provided no monetary damages are sought), and nothing herein <br />shall be construed to limit the rights of Governmental Lender, Fiscal Agent or any <br />Indemnified Party related to Governmental Lender or Fiscal Agent under Section <br />6.01 (each a “Related Indemnified Party”) to enforce their respective rights <br />against Borrower under Sections 4.02, 4.03, 6.01 and 7.04 hereof, provided that no <br />obligation of Borrower to Governmental Lender, Fiscal Agent or any Related <br />Indemnified Party under such sections shall be secured by or in any manner <br />constitute a lien on, or security interest in, the Project, whether in favor of <br />Governmental Lender, Fiscal Agent or any Related Indemnified Party, and all such <br />obligations are and shall be subordinate in priority, in right to payment and in all <br />other respects to all other obligations, liens, rights (including without limitation the <br />right to payment) and interests arising or created under the Financing Documents <br />(except for Fiscal Agent’s right to receive payment of Fiscal Agent’s Extraordinary <br />Fees and Expenses pursuant to Section 6.05(a) of the Funding Loan Agreement <br />after an Event of Default with respect to the Funding Loan, which Fiscal Agent’s <br />Extraordinary Fees and Expenses shall be payable as provided thereunder). <br />Accordingly, none of Governmental Lender, Fiscal Agent or any Related <br />Indemnified Party shall have the right to enforce any monetary obligation arising <br />under such sections other than directly against Borrower, without recourse to the
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