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

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substitution shall not be to impair the character or revenue producing significance of the Project Facilities or change the nature of the equipment substituted, and provided that such substituted equipment shall not diminish the value or usefulness of the Project Facilities. Any such substituted property shall become Project Equipment subject to the lien of the Mortgage and the Subordinate Mortgage in place of the replaced equipment. (b) The Borrower shall also have the privilege in the ordinary course of business of removing any Equipment from the Mortgaged Property without substitution therefor if the same is obsolete and no longer used or useful in the operation of the Project Facilities; provided that the Borrower pays a sum equal to the then value of said Equipment as determined by an Independent Engineer selected by the Borrower if and so long as any of the Bonds remain Outstanding. The Borrower shall pay such amounts to the Trustee for deposit in the Optional Redemption Fund(in addition to the amounts required to be maintained therein) and shall deliver to the Trustee a Certificate signed by said Engineer setting forth the value of said Project Equipment and a Certificate signed by the Authorized Borrower Representative stating that the removal of such Equipment will not impair the character or revenue producing significance of the Project Facilities,provided that if the original cost of any item of Equipment so removed was less than$10,000,such removal without substitution and such deposit to the Optional Redemption Fund may be effected without such determination of value and submission of the Certificate by an Independent Engineer upon such showing by the Borrower as may be satisfactory to the Trustee; provided no transfer of ownership or use of Project Equipment with any remaining useful life shall be made unless an opinion of Bond Counsel is first obtained stating that such transfer or use will not cause interest on any Tax-Exempt Bonds to be included in gross income for federal income tax purposes. In the event any removal of equipment under this Section causes damage to buildings,the Borrower shall restore or repair such damage at its expense. The Trustee shall execute and deliver as provided in the Indenture such releases or other documents(if any)as the Borrower may properly request in connection with any action taken by the Borrower in conformity with this Section. The removal from the Project Facilities of any portion of equipment pursuant to the provisions of this Section shall not entitle the Borrower to any abatement or diminution of Loan Repayments subsequently due. Section 5.08 Release of Real Property.-The-Subject to the terms of the Ground Lease,the Borrower shall have the right,at any time and from time to time,to a release of Land from the Mortgage and the Subordinate Mortgage,but only as follows: (a) Land not containing any permanent structure necessary for the total operating unity and efficiency of the Project Facilities may be released for the purpose of selling the same to a third person or to facilitate the construction or financing of additions to the Project Buildings or additional structures not related to the Project on the Land, and the Trustee shall, from time to time, release from the Mortgage and the Subordinate Mortgage such real property so sold,pledged or disposed of,but only upon receipt by the Trustee of the following: (i) Certificate of an Authorized Borrower Representative setting forth in substance as follows: -32-