Agenda - Council - 03/24/2015 - Laserfiche WebLink

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Section 8.11 Borrower Acknowledgments. Borrower hereby acknowledges that (a) it has been advised by counsel in the negotiation, execution and delivery of this Loan Agreement and the other Loan Documents, (b) the HRA has no fiduciary relationship to the Borrower, the relationship between the Borrower and the HRA being solely that of debtor and creditor, (c) no joint venture exists between the Borrower and the HRA, and (d) the HRA undertakes no responsibility to the Borrower to review or inform the Borrower of any matter in connection with any phase of the business or operations of the Borrower and the Borrower shall rely entirely upon its own judgment with respect to its business, and any review, inspection or supervision of, or information supplied to, the Borrower by the HRA is for the protection of the HRA and neither the Borrower nor any third party is entitled to rely thereon. Section 8.12 Time of Essence. The parties' timely performance of each of the obligations set forth in this Loan Agreement is an essential term of this Loan Agreement. Section 8.13 Survival. The HRA and the Borrower intend that the terms of this Loan Agreement shall survive the parties' execution of the Development Agreement, Purchase Agreement, the deeds and other documents referenced in the Purchase Agreement, the Loan Documents and none of the terms or conditions of this Loan Agreement shall be merged into any other documents executed in connection with the transactions contemplated herein. Section 8.14 Interpretation. The HRA and the Borrower agree that this Loan Agreement shall be interpreted without regard to which party drafted the Loan Agreement. Section 8.15 No Relationship. • The HRA and the Borrower are not, for any purpose, partners or joint ventures with respect to the development contemplated by this Loan Agreement. [Remainder of page intentionally left blank; Signature page follows] C-2-21 2695614v16