05-27-2026 Council Packet - Laserfiche WebLink

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41 199386222v3 and for the benefit and security of the Noteowners of the Funding Loan as herein provided. Such moneys need not be segregated from other funds except to the extent required by law or herein provided, and the Fiscal Agent shall not otherwise be under any liability for interest on any moneys received hereunder except such as may be agreed upon in writing. (j) The Fiscal Agent shall not be bound to ascertain or inquire as to the performance of the obligations of the Borrower or the Governmental Lender under the Borrower Loan Agreement or this Funding Loan Agreement, and shall not be deemed to have, or be required to take, notice of default under this Funding Loan Agreement (other than under Section 5.1(a) or (b) or the occurrence of a Determination of Taxability, except (i) in the event the Borrower fails to pay any payment when due, (ii) in the event of an insufficient amount in the Funding Loan Fund (or any account therein) to make a principal or interest payment on the Governmental Note, (iii) in the event of written notification to the Fiscal Agent of a Determination of Taxability by an owner of the Governmental Note, (iv) in the event of written notification to the Fiscal Agent of such Default by the Controlling Person, the Funding Lender or two or more Noteowners with combined holdings of not less than twenty-five percent (25%) of the principal amount of outstanding Funding Loan, or (v) in the event of the Fiscal Agent's receipt of an Opinion of Bond Counsel concluding that a Determination of Taxability has occurred, and in the absence of such notice so delivered the Fiscal Agent may conclusively presume there is no Determination of Taxability and no default except as aforesaid. All notices required to be delivered to the Fiscal Agent must, in order to be effective, be delivered to a Responsible Officer of the Fiscal Agent at the designated corporate trust office of the Fiscal Agent. The Fiscal Agent may nevertheless require the Governmental Lender and the Borrower to furnish information regarding performance of their obligations under the Borrower Loan Agreement and this Funding Loan Agreement, but is not obligated to do so. In order to be effective, all notices to be received by the Fiscal Agent as described in this section must contain a reference to this Funding Loan Agreement and the Governmental Note. (k) The Fiscal Agent shall, prior to any Event of Default and after the curing of all Events of Default which may have occurred, perform such duties and only such duties of the Fiscal Agent as are specifically set forth in this Funding Loan Agreement. The Fiscal Agent shall, during the existence of any Event of Default which has not been cured, exercise such of the rights and powers vested in it by this Funding Loan Agreement and use the same degree of care and skill in their exercise as a prudent person would ordinarily exercise or use under the circumstances in the conduct of his/her own affairs. (l) In addition to the Fiscal Agent’s other duties hereunder, the Fiscal Agent shall keep such books and records relating to such duties as shall be consistent with industry practice and make such books and records available for inspection by the Governmental Lender and the Borrower at all reasonable times with reasonable notice. The Governmental Note shall be made available for authentication, exchange and registration of transfer at the principal office of the Fiscal Agent. (m) The Fiscal Agent shall have no duty to inspect or oversee the construction or completion of the Improvements, to review or approve the Plans and Specifications or to verify the truthfulness or accuracy of the certifications made by the Borrower in any Requisition. The Fiscal Agent is not required to obtain completion bonds or lien releases. The Fiscal Agent shall be under no responsibility to approve, evaluate or determine the independence of any expert or other skilled person selected by the Borrower or any other party for any of the purposes expressed in this Funding Loan Agreement or any of the Funding Loan Documents. (n) Without limiting the duties of the Fiscal Agent expressly set forth herein, the Fiscal Agent shall have no obligation or responsibility whatsoever in connection with (i) any federal or state tax- exempt status of the Funding Loan or the interest thereon; (ii) the consequences of the investment or non-investment of any funds or accounts relating to the Funding Loan under Section 148 of the Code, or