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<br />Governmental Lender a written instrument accepting such appointment hereunder, and thereupon
<br />such successor, without any further act, deed or conveyance, shall become fully vested with all the
<br />Pledged Security and the rights, powers, trusts, duties and obligations of its predecessor; but such
<br />predecessor shall, nevertheless, on the written request of Governmental Lender, Borrower or
<br />Funding Lender Representative, or of its successor, and upon payment of all amounts due such
<br />predecessor, including but not limited to fees and expenses of counsel, execute and deliver such
<br />instruments as may be appropriate to transfer to such successor Fiscal Agent all the Pledged
<br />Security and the rights, powers and trusts of such predecessor hereunder; and every predecessor
<br />Fiscal Agent shall deliver all securities and money held by it as Fiscal Agent hereunder to its
<br />successor. Should any instrument in writing from Governmental Lender be required by a successor
<br />Fiscal Agent for more fully and certainly vesting in such successor the Pledged Security and all
<br />rights, powers and duties hereby vested or intended to be vested in the predecessor, any and all
<br />such instruments in writing shall, on request, be executed, acknowledged and delivered by
<br />Governmental Lender. The resignation of any Fiscal Agent and the instrument or instruments
<br />removing any Fiscal Agent and appointing a successor hereunder, together with all other
<br />instruments provided for in this Article VII, shall be filed and/or recorded by the successor Fiscal
<br />Agent in each recording office where this Funding Loan Agreement shall have been filed and/or
<br />recorded. Each successor Fiscal Agent shall mail notice by first class mail, postage prepaid, at least
<br />once within thirty (30) days of such appointment, to Funding Lender.
<br />Section 7.12 Successor Fiscal Agent. In the event of a change in the office of Fiscal
<br />Agent, the predecessor Fiscal Agent which shall have resigned or shall have been removed shall
<br />cease to be Fiscal Agent with respect to the Governmental Note, and the successor Fiscal Agent
<br />shall become such Fiscal Agent.
<br />Section 7.13 Appointment of Co-Fiscal Agent or Separate Fiscal Agent. It is the intent
<br />of Governmental Lender and Fiscal Agent that there shall be no violation of any law of any
<br />jurisdiction (including particularly the laws of the Property Jurisdiction) denying or restricting the
<br />right of banking corporations or associations to transact business as Fiscal Agent in such
<br />jurisdiction. It is recognized that in case of litigation under or connected with this Funding Loan
<br />Agreement, the Project Loan Agreement or any of the other Financing Documents, and, in
<br />particular, in case of the enforcement of any remedies on default, or in case Fiscal Agent deems
<br />that by reason of any present or future law of any jurisdiction it may not exercise any of the powers,
<br />rights or remedies herein or therein granted to Fiscal Agent or hold title to the properties in trust,
<br />as herein granted, or take any other action which may be desirable or necessary in connection
<br />therewith, it may be necessary that Fiscal Agent, with the consent of Governmental Lender and
<br />Funding Lender Representative, appoint an additional individual or institution as a co-fiscal agent
<br />or separate fiscal agent.
<br />In the event that Fiscal Agent appoints an additional individual or institution as a co-fiscal
<br />agent or separate fiscal agent, in the event of the incapacity or lack of authority of Fiscal Agent,
<br />by reason of any present or future law of any jurisdiction, to exercise any of the rights, powers,
<br />trusts and remedies granted to Fiscal Agent herein or to hold title to the Pledged Security or to take
<br />any other action that may be necessary or desirable in connection therewith, each and every
<br />remedy, power, right, obligation, claim, demand, cause of action, immunity, estate, title, interest
<br />and lien expressed or intended by this Funding Loan Agreement to be imposed upon, exercised by
<br />or vested in or conveyed to Fiscal Agent with respect thereto shall be imposed upon, exercisable
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