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

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be;(C)state the principal amount of Senior Indebtedness to be incurred,the maturity date or dates thereof and the interest rate or rates with respect thereto;and(D)state that the proposed Senior Indebtedness,together with any other funds available to and committed or reserved by the Borrower for use in connection with such financing, refinancing or refunding, which other funds shall be identified as to amount and source,is not less than the amount required to acquire and construct the Improvements and to place the same in service, to refund the Outstanding Bonds to be refunded or to refinance the outstanding Senior Indebtedness,as the case may be,and to pay all fees,expenses and financing costs,including required reserves and funded interest, in connection therewith; (ii) an Opinion of Counsel to the Borrower to the effect that all conditions precedent herein specified for incurring such Senior Indebtedness have been satisfied; (iii) a written opinion of Bond Counsel to the effect that the incurrence of the Senior Indebtedness will cause interest on any Tax-Exempt Bonds to be included in gross income for federal income tax purposes; and (iv) a written report of an independent certified public accountant (which accountant and report are acceptable to the Trustee) stating that the Historical Debt Service Coverage Ratio for the Fiscal Year immediately preceding the incurring of such Senior Indebtedness for which financial statements reported upon by independent certified public accountants are available was not less than 1.20:1; and (b) a written Consultant's report (which report is acceptable to the Trustee)to the effect that the Projected Debt Service Coverage Ratio of the Company for each of the next five(5) succeeding Fiscal Years is not less than 1.20:1; provided that such report shall include forecast statement of financial position(income statement), statements of revenues and expenses and statements of changes in financial position for such Fiscal Year and a statement of the relevant assumptions upon which such forecasted statements are based, which financial statements must indicate that sufficient revenues and cash flow could be generated to pay the operating expenses of the Project and the debt service on the Borrower's other existing Indebtedness during such Fiscal Year. (b) The Borrower shall not incur any Senior Indebtedness to refund Outstanding Bonds or other Senior Indebtedness unless,in addition to the filing of the items described in subsection(a)above: (i) there shall be filed with the Trustee a report of an Independent accountant to the effect that the proceeds of the Senior Indebtedness,together with any other funds deposited with the Trustee for such purpose, will be not less than an amount sufficient to pay the principal of and the redemption premium,if any,on the Outstanding Bonds to be refunded and the interest which will become due and payable thereon on or prior to the redemption date or stated maturity thereof, or that the principal of and interest on Government Obligations purchased from such proceeds or from other funds provided by the Borrower and deposited in trust with the Trustee, which -48-