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

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any nature(other than those arising from the gross negligence or willful misconduct of the indemnified party)arising from: (a) any injury to or death of any person or damage to property in or upon the Project Facilities, or growing out of or connected with the use, non-use, condition or occupancy of the Project Facilities or a part thereof; (b) violation of any agreement,warranty,covenant or condition of this Agreement or other Loan Documents,except by the City; (c) violation of any contract, agreement or restriction by the Borrower relating to the Project Facilities; (d) violation of any law, ordinance, regulation or court order affecting the Project Facilities or a part thereof or the ownership,occupancy or use thereof; or (e) any statement or information relating to the expenditure of the proceeds of the Bonds contained in the"Arbitrage Certificate"or similar document furnished by the Borrower to the City or the Trustee which,at the time made, is misleading,untrue or incorrect in any material respect; or (f) any statement or information contained in the Official Statement furnished to purchasers of the Bonds that is untrue or incorrect in any material respect,and any omission from such Official Statement of any statement or information which should be contained therein for the purpose for which the same is to be used or which is necessary to make the statements therein not misleading in any material respect. The provisions of this Section shall survive the retirement and payment of the Bonds. Section 6.22 Continuing Disclosure. The Borrower covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement. Notwithstanding any other provision of this Loan Agreement, failure of the Borrower to comply with the Continuing Disclosure Agreement shall not be considered an Event of Default;however,the Trustee may(and,at the request of any Participating Underwriter(as defined in the Continuing Disclosure Agreement) or the Holders of at least twenty-five percent(25%)aggregate principal amount of the Outstanding Bonds,shall),or any Bondholder or Beneficial Owner may,take such actions as may be necessary and appropriate,including seeking specific performance by court order,to cause the Borrower to comply with its obligations under this Section. For purposes of this Section,"Beneficial Owner"means any person who(i)has the power,directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees,depositories or other intermediaries), or(ii)is treated as the owner of any Bonds for federal income tax purposes. [End of Article VI] -51-