9408-03 Authorizing the issuance of Bonds to evidence a loan from the Indiana Department of Environmental Management Brown-Fields Cleanup Revolving Loan Fund

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Cooperative Agreements, incorporated by reference herein, solely designate and appropriate the funds loaned hereunder and that the Borrower is under no obligation to loan any of its own funds. Section 8. No litigation or proceeding of any governmental authority or any other person, firm or corporation is presently pending or, to the knowledge of the Borrower, threatened, which questions the validity of the Loan Documents or the transactions contemplated thereby or which might materially and adversely affect the Borrower's operations, financial condition or ability to perform any of its obligations under the Loan Documents. Section 9. The Borrower has not received notice and has no reasonable grounds to believe that it is in violation of any laws or orders that in any manner adversely and materially affect the Borrower's ability to perform its obligations under the Loan Documents. Section 10. No other approval, consent or authorization of any form is or will be required in connection with the execution and delivery of the Loan Documents or the borrowing evidenced thereby, except as indicated herein. ' Section 11. The representations and warranties contained herein shall be true on and as of the date of the signing of this Loan Agreement with the same effect as though such representations and warranties had been made on and as of such date, and on such date no Event of Default as defined in Article V herein, and no condition, event or act which, with the giving of notice or the lapse of time or both, would constitute an Event of Default shall have occurred and be continuing or shall exist. Section 12. The Borrower acknowledges that the IDEM will designate a Site Manager. The IDEM Site Manager will review, oversee, and inspect all Project Activities in conjunction with a designated representative of the Borrower. The IDEM Site Manager will have the rights and responsibilities as outlined herein. The Borrower will designate a Project Coordinator whose Brownfields Project duties shall include but will not be limited to (i) serve as the primary point of contact for both the Site Manager and the IDFA; and (ii) serve as the primary point of contact for media and community inquiries regarding the Brownfields Project. Section 13. The Borrower represents and warrants that (i) the Brownfields Project site is not listed or proposed for listing on the National Priorities List of the USEPA; (ii) the Borrower did not generate or transport hazardous substances, pollutants, or contaminants at or to the Brownfields Project site; and (iii) the Borrower acquired the Brownfields Project site after the disposal or placement of hazardous substances, pollutants, and contaminants on Brownfields Project site and has not caused, contributed to, or exacerbated the release of such substances, pollutants, or contaminants on or from the Brownfields Project site. ARTICLE III. COVENANTS OF BORROWER Section 1. The Borrower affirmatively covenants that until payment in full of the Bonds and performance of all the Borrower's other obligations under the Loan Documents (the "Term of the Loan"), unless otherwise consented to in writing by the IDFA, that: A. The Borrower shall accept the Loan and use such funds solely for payment of expenses related to the completion of approved Project Activities at the Brownfields Project site. -5-