11-14-01 2. LOAN AGREEMENT - Laserfiche WebLink

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(f) The Borrower's sole member is the Sole Member. (g) While the Borrower will hold title to or an interest in the Project Facilities,the Sole Owner is the owner of the Project Facilities for federal income tax purposes. (h) So long as the Borrower holds title to or have an interest in the Project Facilities, the Borrower shall have only one member, and no person other than the Sole Member shall be such member,except to the extent the Trustee receives an opinion of Bond Counsel to the effect that noncompliance with this paragraph will not cause interest on any Tax-Exempt Bonds to be included in gross income for federal income tax purposes. (i) So long as the Series 2001 Tax-Exempt Bonds are unpaid,and the Borrower hold title to or an interest in the Project Facilities, neither the Borrower nor the Sole Member will take or omit to take, nor permit others to take or omit to take, any action that would adversely affect the qualification of the Sole Member as a 501(c)(3) Organization, except to the extent the Trustee receives an opinion of Bond Counsel to the effect that noncompliance with this paragraph will not cause interest on any Series 2001 Tax-Exempt Bonds to be included in gross income for federal income tax purposes. (j) Within the meaning of Section 145(d)of the Code,the first use of all portions of the Project Facilities will commence with the Borrower. (k) Within the meaning of Section 147(b) of the Code, the average maturity of the Series 2001 Tax-Exempt Bonds does not exceed 120% of the average reasonably expected economic life of the Project Facilities determined as of the later of(i)the date on which the Series 2001 Bonds are issued,or(ii)the date on which the Project Facilities are placed in service,with such economic lives determined exclusive of the economic life of the land purchased with the net proceeds of the Series 2001 Tax-Exempt Bonds,unless 25 percent or more of such proceeds are used to finance land, in which case the economic life of such land will be 30 years. (I) Within the meaning of Section 147(e) of the Code, no portion of the Series 2001 Tax-Exempt Bonds will be used to provide any airplane, skybox or other private luxury box,facility primarily used for gambling,or store the principal business of which is the sale of alcoholic beverages for consumption off premises. (m) The Series 2001 Tax-Exempt Bonds have received public approval within the meaning of Section 147(f)of the Code no earlier than one year prior to the Date of Issuance of their issuance. (n) No more than two percent of the proceeds of the Series 2001 Tax-Exempt Bonds will be used to pay any Costs of Issuance, and any Costs of Issuance in excess of two percent will be paid by the Borrower from funds other than the proceeds of the Series 2001 Tax-Exempt Bonds. (o) No obligations have been or will be issued under Sections 141, 142, 143, 144 or 145 of the Code that are being sold at substantially the same time as the Series 2001 Tax-Exempt Bonds,pursuant to a common plan of marketing and that are payable -15-