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135242345v3 25 Agent and the Governmental Lender, respectively, and (ii) the Funding Lender may fund draws on the Funding Loan directly to the Funding Lender, at the times, in the amounts and in payment of interest due on the Project Note, without requisition or approval from any other person, and such draws shall be deemed to be Funding Loan draws to fund corresponding draws on the Project Loan to the Borrower, and receipt by the Funding Lender thereof shall be deemed to be receipt of such payments of interest on the Project Loan by the Borrower to satisfy corresponding payments of interest on the Funding Loan. The Funding Lender shall promptly notify the Fiscal Agent and the Loan Servicer in writing of the date and amount of any Funding Loan draws made directly to the Funding Lender for the payment of interest on the Project Note during the Construction Phase as aforesaid. Loan Servicer shall remit all payments collected from Borrower of principal of, Prepayment Premium, if any, and interest on the Funding Loan, together with other amounts due to Funding Lender, directly to Funding Lender (without payment through Fiscal Agent) per the instructions of Funding Lender Representative. Loan Servicer shall be entitled to retain its Servicing Fee (if any) collected from Borrower and shall remit the Governmental Lender Fee to Governmental Lender and shall remit the Fiscal Agent’s Ordinary Fees and Expenses to Fiscal Agent, together with any other amounts due to Governmental Lender and Fiscal Agent collected by Loan Servicer from Borrower, in each case in accordance with their respective instructions. Any payment made in accordance with the provisions of this Section 2.12 shall be accompanied by sufficient information to identify the source and proper application of such payment. Loan Servicer shall promptly notify Fiscal Agent, Funding Lender Representative and Governmental Lender in writing of any failure of Borrower to make any payment of principal of, Prepayment Premium, if any, and interest on the Funding Loan when due or to pay any fees due hereunder or under the Project Loan Agreement, and Fiscal Agent and Governmental Lender shall not be deemed to have any notice of such failure unless it has received such notice in writing. (b) If the Governmental Note is sold or transferred as provided in Section 2.08, Funding Lender Representative shall notify Fiscal Agent and Borrower in writing of the name and address of the transferee, if notice is required under Section 2.08. (c) So long as payments of principal of, Prepayment Premium, if any, and interest on the Governmental Note and all fees due hereunder and under the Project Loan Agreement are being made to Loan Servicer in accordance with this Section 2.12 and no Event of Default has occurred of which Fiscal Agent has been given, or been deemed to have, notice thereof pursuant to this Funding Loan Agreement, Fiscal Agent shall have no obligations to collect loan payments with respect to the Funding Loan, nor shall it be obligated to collect loan payments or fee payments pursuant to the Project Loan Agreement, except at the express written direction of Funding Lender. Notwithstanding the foregoing, Funding Lender Representative may elect to have Fiscal Agent collect and remit loan payments and fee payments hereunder and under the Project Loan Agreement upon written notice of such election to Fiscal Agent, Borrower and Governmental Lender. Section 2.13 Conversion. If the Conversion Notice is issued in compliance with the terms of the Construction Phase Financing Agreement, Conversion will occur on the Conversion Date indicated in such Conversion Notice. If the Conversion Notice is not so issued, Conversion