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to the Trustee, together with all related performance, labor and material bonds. Each construction <br /> contract relating to the 2022 Project shall provide that the contractor shall perform the agreements <br /> contained in such construction contract for the Trustee if the Trustee should take over such <br /> construction contract after default by the Company. The Company has obtained the consent of <br /> each counterparty to such collateral assignment. <br /> In the event of a material default of a contractor under a construction contract made in <br /> connection with the 2022 Project, or in the event of a material breach of warranty with respect to <br /> any materials, workmanship or performance, the Company shall promptly, either separately or in <br /> conjunction with others, pursue diligently the remedies of the Company against the contractor or <br /> any subcontractor in default and against each surety on a bond, if any, securing the performance <br /> of such contract. Any amounts recovered by way of damages, refunds, adjustments or otherwise <br /> in connection with the foregoing, after deduction of expenses incurred in such recovery and after <br /> reimbursement to the Company of any amounts theretofore paid by the Company and not <br /> previously reimbursed to the Company for correction or remedying of the default which gives rise <br /> to the proceedings against the contractor or surety, shall be paid into the 2022 Project Fund if <br /> received before the Completion Date for the 2022 Project, and otherwise shall be paid into the <br /> Reserve Fund to the extent necessary to increase the balance therein to the Reserve Fund <br /> Requirement, and thereafter to the Bond Fund. <br /> Section 5.4 Surety Bonds. A payment and performance bond shall be secured by the <br /> Company from each contractor (except any contractor under a construction contract which <br /> provides solely for the supplying (not the installation) of materials or supplies) with a contract <br /> price in excess of [NOTE TO DRAFTER TO DISCUSS WITH DEAL STEAM: $50,000], <br /> executed by a responsible surety company, in a penal sum equal to the entire amount to become <br /> payable under the construction contract or the subcontract, as the case may be, and conditioned for <br /> the completion of the work in accordance with the Plans and Specifications (or,if the bond secures <br /> payment and performance of a subcontractor, conditioned for completion of the work in <br /> accordance with the applicable subcontract) and for the payment of all claims of suppliers and, if <br /> the bond secures the contractor, for payment of all claims of subcontractors. If the bond is to <br /> secure payment and performance of a contractor, such bond shall contain a provision that it shall <br /> be for the benefit of the Company and the Trustee as their interest may appear and may be enforced <br /> by the Trustee in case of a default thereunder. <br /> Section 5.5 Abandonment of Construction. If the Company, at any time prior to the <br /> completion of the 2022 Project, abandons or ceases work thereon and fails to resume work thereon <br /> within thirty (30) days, or if the Company fails to complete the 2022 Project substantially in <br /> accordance with the Plans and Specifications, or makes changes in such Plans and Specifications <br /> or a construction contract in violation of Section 5.2 of this Loan Agreement, the Trustee may <br /> declare such failure to be an Event of Default, and, in addition to the other remedies provided in <br /> this Loan Agreement, the Trustee may then enter into and take possession of the School Facilities <br /> and perform any and all work and labor necessary to complete the 2022 Project. The Company <br /> hereby grants the Trustee an unlimited right of entry to the School Facilities for the foregoing <br /> purpose. <br /> 19 <br /> 730911770 <br />