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Attachment C <br />including, without limitation, its obligations to make all payments set forth herein and therein in <br />the amounts, at the times and in the manner set forth herein and therein. <br />Section 5.02 Compliance with Applicable Laws. All work performed in connection with <br />the Project shall be performed in strict compliance with all applicable federal, state, county and <br />municipal laws, ordinances, rules and regulations now in force or that may be enacted hereafter. <br />Section 5.03 Funding Loan Agreement Provisions. The execution of this Project Loan <br />Agreement shall constitute conclusive evidence of approval of the Funding Loan Agreement by <br />the Borrower. Whenever the Funding Loan Agreement by its terms imposes a duty or obligation <br />upon the Borrower, such duty or obligation shall be binding upon the Borrower to the same extent <br />as if the Borrower were an express party to the Funding Loan Agreement, and the Borrower shall <br />carry out and perform all of its obligations under the Funding Loan Agreement as fully as if the <br />Borrower were a party to the Funding Loan Agreement. <br />Section 5.04 Reserved.\[Curious to know what this provision was.\] <br />Section 5.05 Borrower to Maintain Its Existence; Certification of No Default. <br />(a) The Borrower agrees to maintain its existence and maintain its current legal status <br />with authority to own and operate the Project. <br />(b) In addition to performing all other similar requirements under the Financing <br />Documents to which the Borrower is a party, the Borrower shall, within thirty (30) days after the <br />end of each calendar year, render to the Fiscal Agent a certificate executed by an Authorized <br />Officer of the Borrower to the effect that the Borrower is not, as of the date of such certificate, in <br />default of any of its covenants, agreements, representations or warranties under any of the <br />Financing Documents to which the Borrower is a party and that, to the best of the BorrowerÓs <br />knowledge, after reasonable investigation, there has occurred no default or Event of Default (as <br />such terms are defined in each respective Financing Document) under any of the Financing <br />Documents. <br />Section 5.06 Borrower to Remain Qualified in State and Appoint Agent. The Borrower <br />will remain duly qualified to transact business in the State and will maintain an agent in the State <br />on whom service of process may be made in connection with any actions against the Borrower. <br />Section 5.07 Sale or Other Transfer of Project. The Borrower may convey and transfer <br />the Project only upon strict compliance with the provisions of the Financing Documents, and upon <br />receipt of the prior written consent of the Governmental Lender and the Funding Lender <br />Representative. <br />Section 5.08 Right to Perform BorrowerÓs Obligations. In the event the Borrower fails <br />to perform any of its obligations under this Project Loan Agreement, the Governmental Lender, <br />the Fiscal Agent, the Servicer, the Financial Monitor, the BorrowerÓs limited partners, and/or the <br />Funding Lender Representative, after giving requisite notice, if any, and subject to Section 5.05 of <br />the Funding Loan Agreement, may, but shall be under no obligation to, perform such obligation <br />and pay all costs related thereto, and all such costs so advanced shall become an additional <br /> 23 <br />12502464v3 <br /> <br />