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<br /> <br /> <br /> - 8 - <br />ARTICLE III. <br />PARTICULAR COVENANTS OF THE CITY AND COMPANY <br />Consent to Assignments to Trustee. The Company acknowledges and consents to <br />the pledge and assignment of the City’s rights hereunder to the Trustee pursuant to the Indenture <br />and agrees that the Trustee may enforce the rights, remedies and privileges granted to the City <br />hereunder, other than the rights of the City to execute and deliver supplements and amendments <br />to this Agreement pursuant to Section 8.3 hereof and in addition to the rights retained by the City <br />pursuant to Section 6.1(c) hereof as well as those rights granted to the City under Section 3.5 hereof <br />and Section 6.5 of the Indenture. The Company hereby acknowledges receipt of a copy of the <br />Indenture and agrees to be bound by the provisions thereof directly or indirectly related to it. <br />(a) Payment of Principal and Interest; Payment of TIF Revenues. <br />(a) In accordance with the Indenture, the Bonds are payable solely and only from (i) <br />proceeds of the Bonds through and including ____________ 1, 202__ (ii) the TIF Revenues, (iii) <br />the IDD Revenues, (iv) the Taxpayer Direct Payments, and (v) to the extent such sources are <br />insufficient, from the repayment of the Loan made hereunder to the Company. The Company <br />covenants to repay the Loan in amounts sufficient to pay all debt service due on the Bonds plus <br />Annual Fees due under the Indenture (the “Loan Payments”), to the extent that TIF Revenues, IDD <br />Revenues and Taxpayer Direct Payments are insufficient for such purposes. <br />(b) Pursuant to Section 4.2 of the Indenture, the City shall transfer on or before each <br />January 5 and July 5 of each year, commencing ________ 5, 202__, the TIF Revenues, the IDD <br />Revenues, the Taxpayer Direct Payments and any Loan Payments made hereunder to the Bond <br />Fund under the Indenture, but no more than shall be necessary for the payment of the principal of <br />and interest on the Bonds due on the immediately succeeding February 1 or August 1 of each year <br />(taking into consideration any amounts currently deposited therein or deemed deposited pursuant <br />to Section 2.1(b) hereof), together with Annual Fees coming due within the next six months. <br />Maintenance of Existence. The Company agrees that it will maintain its existence as an Indiana <br />limited liability company and will not dissolve or otherwise dispose of all or substantially all of its <br />assets, and will not consolidate with or merge into another entity, or permit one or more other <br />entities to consolidate or merge with it without the prior written consent of the Requisite <br />Bondholders. <br />Event of Default; Notice; Termination. The Company agrees to perform all material obligations <br />required by this Agreement and the Development Agreement to be performed by Company and to <br />comply with all provisions of this Agreement and the Development Agreement applicable to the <br />Company, in each case to the extent that a failure to so perform or comply is expressly provided <br />to be an “Event of Default” by the Company or, with the passage of time or the giving of notice, <br />or both, would constitute an “Event of Default” on the part of the Company under this Agreement <br />or the Development Agreement. Upon an Event of Default, the City shall provide the Company <br />with notice of such Event of Default and the Company shall have thirty (30) days to cure such <br />Event of Default. Should the Company fail to remedy an Event of Default that is satisfactory to <br />the City, the City may take such action as provided within the Indenture or the Development <br />Agreement.