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Loan will be used to carry out the governmental purposes of the Funding Loan within the three-year
<br />period beginning on the Closing Date.
<br />(j) Termination of Restrictions. Although the parties hereto recognize that, subject to the
<br />provisions of the Regulatory Agreement, the provisions of this Borrower Loan Agreement shall terminate
<br />in accordance with Section 10.14 hereof, the parties hereto recognize that pursuant to the Regulatory
<br />Agreement, certain requirements, including the requirements incorporated by reference in this Section,
<br />may continue in effect beyond the term hereof.
<br />(k) Public Approval. The Borrower covenants and agrees that the proceeds of the Funding
<br />Loan will not be used in a manner that deviates in any substantial degree from the Project described in the
<br />written notice of a public hearing regarding the Funding Loan.
<br />(1) 40/60 Test Election. The Borrower and the Governmental Lender hereby elect to apply
<br />the requirements of Section 142(d)(1)(B) to the Project. The Borrower hereby represents, covenants and
<br />agrees, continuously during the Qualified Project Period, to comply with all the provisions of the
<br />Regulatory Agreement.
<br />(m) Modification of Tax Covenants. Subsequent to the origination of the Funding Loan and
<br />prior to its payment in full (or provision for the payment thereof having been made in accordance with the
<br />provisions of the Funding Loan Agreement), this Section 5.34 hereof may not be amended, changed,
<br />modified, altered or terminated except as permitted herein and by the Funding Loan Agreement and with
<br />the Written Consent of the Governmental Lender and the Funding Lender. Anything contained in this
<br />Borrower Loan Agreement or the Funding Loan Agreement to the contrary notwithstanding, the
<br />Governmental Lender, the Funding Lender and the Borrower hereby agree to amend this Borrower Loan
<br />Agreement and, if appropriate, the Funding Loan Agreement and the Regulatory Agreement, to the extent
<br />required, in the opinion of Tax Counsel, in order for interest on the Funding Loan to remain excludable
<br />from gross income for federal income tax purposes. The party requesting such amendment, which may
<br />include the Funding Lender, shall notify the other parties to this Borrower Loan Agreement of the
<br />proposed amendment and send a copy of such requested amendment to Tax Counsel. After review of
<br />such proposed amendment, Tax Counsel shall render to the Funding Lender and the GoverYUnental
<br />Lender an opinion as to the effect of such proposed amendment upon the includability of interest on the
<br />Governmental Lender Notes in the gross income of the recipient thereof for federal income tax purposes.
<br />The Borrower shall pay all necessary fees and expenses incurred with respect to such amendment. The
<br />Borrower, the Governmental Lender and, where applicable, the Funding Lender per written instructions
<br />from the Governmental Lender shall execute, deliver and, if applicable, the Borrower shall file of record,
<br />any and all documents and instruments, including without limitation, an amendment to the Regulatory
<br />Agreement, with a ale-stamped copy to the Funding Lender, necessary to effectuate the intent of this
<br />Section 5.34, and the Borrower and the Governmental Lender hereby appoint the Funding Lender as their
<br />true and lawful attorney-in-fact to execute, deliver and, if applicable, file of record on behalf of the
<br />Borrower or the Governmental Lender, as is applicable, any such document or instrument (in such form
<br />as maybe approved by and upon instruction of Tax Counsel) if either the Borrower or the Goverrllnental
<br />Lender defaults in the performance of its obligation under this Section 5.34; provided, however, that the
<br />Funding Lender shall take no action under this Section 5.34 without first notifying the Borrower or the
<br />Gover~unental Lender, as is applicable, of its intention to take such action and providing the Borrower or
<br />the Gover~unental Lender, as is applicable, a reasonable opportunity to comply with the requirements of
<br />this Section 5.34.
<br />The Borrower irrevocably authorizes and directs the Funding Lender and any other agent
<br />designated by the Goverrunental Lender to make payment of such amounts from funds of the Borrower, if
<br />any, held by the Funding Lender, or any agent of the Governmental Lender or the Funding Lender. The
<br />C:lllsersltadlDesktoplSanta Ana HA Washington Place 49
<br />BLA.doc s
<br />DRAFT 11/28/12 8:41AM ~~~~~~~~~
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