Agenda - Council - 09/27/2011 - Special

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Section 5.8 Use of Loan Funds. The Developer will use the proceeds of the Loans solely to finance the development and construction of the Housing Development Project. Section 5.9 Need for Loans. The Developer would not undertake the Project without the assistance of the HRA in providing the Loans. ARTICLE VI AFFIRMATIVE COVENANTS The Developer hereby covenants and agrees with the HRA that for so long as the HRA has any obligation to make Advances hereunder or any amount remains unpaid on any indebtedness of the Developer to the HRA hereunder, the Developer will: Section 6.1 Books, Records and Inspections. Maintain complete and accurate books and records; permit, and cause the Corporate Guarantor to permit, reasonable access by the HRA to the books and records of the Developer and the Corporate Guarantor; and permit the HRA to inspect the Project and other operations of the Developer and the Corporate Guarantor. Section 6.2 Insurance. Maintain insurance to such extent and against such hazards and liabilities as is commonly maintained by companies similarly situated or as the HRA may reasonably request from time to time, which insurance shall include without limitation the following: 2695614v12 (a) Development Property Insurance. So- called "all risk" insurance with respect to the Project and all personal property located thereon, insuring against any peril now or hereafter included within the classification of "Special Perils" or "Cause of Loss — Special Form" (sometimes referred to as "All Risk of Physical Loss ") in an amount equal to the full insurable value of such property. (b) Liability Insurance. Commercial general liability insurance on the so- called "occurrence" form, including bodily injury, death and property damage liability, insurance against any and all claims, including all legal liability to the extent insurable and imposed upon the HRA and all court costs and legal fees and expenses, arising out of or connected with the possession, use, leasing, operation, maintenance or condition of the Project in such amounts as are generally available at commercially reasonable premiums but in any event for a limit per occurrence of at least $1,000,000 and an annual aggregate of at least $2,000,000. The HRA shall be named as additional insured with respect to any insurance policy providing the coverage required by the immediately preceding sentence, and the Developer shall cause each provider of any such insurance to agree, by endorsement upon the policy or policies issued by it or by independent instruments furnished to the HRA, that it will give the HRA thirty (30) days prior written notice before any such policy or policies shall be altered or canceled, and that no act or default of the Developer shall affect the rights of the HRA under such policy or policies. (c) Worker's Compensation Insurance. Statutory workers' compensation and disability insurance. A-1 1