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

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Notwithstanding anything to the contrary herein,the Borrower shall not be liable for any releases of hazardous substances which occur following the Trustee's acquisition of the Mortgaged Property by reason of a foreclosure sale(after the period of redemption)or a conveyance in lieu of a foreclosure sale or following a sale by the Mortgagor which results in the release of the Mortgagor on the Loan Agreement, provided that such Hazardous Substances release was not caused by an act or omission of the Mortgagor prior to the date of such transfer or conveyance and provided further that such Hazardous Substances were first placed on the Mortgaged Property following Trustee's acquisition of the Mortgaged Property by reason of a foreclosure sale (after the period of redemption) or a conveyance in lieu of a foreclosure sale or following a sale by the Borrower which results in the release of the Borrower on the Loan Agreement. Section 6.11 Sole Business of Borrower. The Borrower shall engage in no trade or business other than the operation of the Project Facilities and any other improvements or actions undertaken on the Land or land adjacent thereto. Section 6.12 Matters Related to Management Contracts.On or before the Date of Issuance of the Series 2001 Bonds,the Borrower has entered shall enter into the initial Management Contract with the Manager. The B iso'wer . . . . . . • . • . Management Cont.act or ternrinatally Management Cont,act.Any Management Contract entered into with the Manager or any substitute Manager shall provide that any Subordinate Management Fee, if any, is payable solely from funds available therefor under Section 5.01 of the Indenture. Section 6.13 Rate Covenant. (a) The Borrower shall operate the Project Facilities,subject to applicable requirements or restrictions imposed by law,such that Net Revenues Available for Debt Service in each calendar quarter,commencing with the calendar quarter ending September 30, 2003, will be at least 110% of Maximum Debt Service Requirements during such calendar quarter. The foregoing is subject to the qualification that if requirements necessary for the Sole Member to maintain its status as a 501(c)(3) Organization, or applicable state or federal laws or regulations, or the rules and regulations of agencies having jurisdiction(the "Operating Requirements"), shall not permit the Borrower to produce the foregoing level of Net Revenues Available for Debt Service, then the Borrower shall, in conformity with the then prevailing requirements,laws,rules or regulations,maintain the maximum permissible level. (b) If based on the financial statements required to be prepared under Section 6.02,for any two consecutive calendar quarters ending on or after December 31,2003,Net Revenues Available for Debt Service are less than 110% of Debt Service Requirements for such periods,then the Trustee shall immediately notify all Bond Holders of such fact, and the Borrower will promptly employ an Independent Management Consultant to:(i)review and analyze the financial reports required to be made by the Borrower, (ii) inspect the Project Facilities, their operation and administration,(iii) submit to the Borrower and the Trustee, a written report and (iv) make such recommendations as to the operation and administration of the Project Facilities as such Management Consultant deems appropriate. The Borrower agrees to the fullest extent lawful, to adopt and carry out such recommendations,subject always to the Operating Requirements,and if such lawful recommendations are not adopted and carried out, the Borrower shall replace the Manager. -46-