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Attachment B <br />Ð Disbursing Agreement Ñ means the Disbursing Agreement, dated as of the date hereof, by <br />and among the Borrower, the Initial Funding Lender, \[the Servicer\], American First Multifamily <br />Investors, LP, in its capacity as Taxable Loan Lender (as defined in the Construction Continuing <br />Covenant Agreement), \[the Financial Monitor,\] \[the provided in the Additional Construction <br />Sources (as defined in the Construction Continuing Covenant Agreement),\] the Fiscal Agent, and <br />the Title Company (as disbursing agent thereunder), as the same may be amended, modified or <br />supplemented from time to time. <br />Ð Electronic Notice Ñ means delivery of notice in a Word format or a Portable Document <br />Format (PDF) by electronic mail to the electronic mail addresses listed in Section 11.04 hereof; <br />provided, that if a sender receives notice that the electronic mail is undeliverable, notice must be <br />sent as otherwise required by Section 11.04 hereof. <br />ÐEvent of DefaultÑ or Ðevent of defaultÑ means any of those events specified in and defined <br />by the applicable provisions of Article VI hereof to constitute an event of default. <br />ÐExtraordinary ServicesÑ means and includes, but not by way of limitation, services, <br />actions and things carried out and all expenses incurred by the Fiscal Agent, in respect of or to <br />prevent default under this Funding Loan Agreement or the Project Loan Documents, including any <br />reasonable attorneysÓ or agentsÓ fees and expenses and other litigation costs that are entitled to <br />reimbursement under the terms of the Project Loan Agreement, and other actions taken and carried <br />out by the Fiscal Agent which are not expressly set forth in this Funding Loan Agreement or the <br />Project Loan Documents. <br />ÐFair Market ValueÑ means the price at which a willing buyer would purchase the <br />investment from a willing seller in a bona fide, armÓs length transaction (determined as of the date <br />the contract to purchase or sell the investment becomes binding) if the investment is traded on an <br />established securities market (within the meaning of Section 1273 of the Code) and, otherwise, the <br />term ÐFair Market ValueÑ means the acquisition price in a bona fide armÓs length transaction (as <br />referenced above) if (a) the investment is a certificate of deposit that is acquired in accordance <br />with applicable regulations under the Code, (b) the investment is an agreement with specifically <br />negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for <br />example, a guaranteed investment contract, a forward supply contract or other investment <br />agreement) that is acquired in accordance with applicable regulations under the Code, (c) the <br />investment is a United States Treasury Security--State and Local Government Series that is <br />acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or <br />(d) any commingled investment fund in which the Governmental Lender and related parties do not <br />own more than a ten percent (10%) beneficial interest therein if the return paid by the fund is <br />without regard to the source of investment. <br />ÐFee ComponentÑ has the meaning set forth in the Project Loan Agreement. <br />Ð Financing Documents Ñ means, collectively, this Funding Loan Agreement, the <br />Governmental Note, the Tax Certificate, the Project Loan Documents, the Construction Loan <br />Documents (during the Construction Phase) and all other documents or instruments evidencing, <br />securing or relating to the Loans. <br /> 8 <br />12502516v3 <br /> <br />