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Section S.01 RePswr entof Loan
<br />In the event of default by Borrowers, Borrowers shall pay all monies due In accordance with
<br />Me Loan Documents.
<br />fi Rion5.02 flatentionalNOmktedM
<br />Section5.03 Maintainandlosureli pen
<br />Borrowers shall maintain during the term of this Agreement the real property, provided as
<br />security for the Loan In such cord'nloo, maintenance, and repair that the Chys security soil W
<br />adequately protected and that the business carried on In2onnedion therewith may be x,r y and
<br />advameVoustycarrled at at an times.
<br />During the term of this Agreement, Bo.N, span maintain insurance porkies and submit
<br />copies of same to City, providing general t abg ty coverage, property coverage (fire and emended
<br />coo
<br />em, hazard or special form Insurable policy), bulkirn it coverage (dap,igcabie), workers'
<br />compensation inent to a and such other irrsoran<e reasons payment by by the City and Its attorneys
<br />re amount wsudent less (except reasonable hA ctile). The aforementioned insurance stheeventofe
<br />reasonably insurable bas(exceptareasonable the Cabinet. tanguag emenWned insurance shallhe
<br />Issued by companies reawnabysatisfactory to the Ciry Htth riateage Me type indicating that the
<br />City B an Insurance proceeds insuredl allpaidoss payee," as appropriate in ffe typeag coverage, all that
<br />any insurance proceeds th M pain er the s, OW.
<br />continue to l n g *it the foregoing. no insurance
<br />proceeds shall apa'd to the Cityvahader an continue m celsh shall et exceeds under the loan.
<br />writer anvoroceeds oaW to the CmidM v(nsvrance volnv shall cot exceed the amount oftee
<br />Borrower span duty pay and discharge all applicable taxes, assessments, and governmental
<br />charges levied upon it or agaimtHs properties factor to the date on which penalties would attach
<br />thereto, except Mat borrowers shall not be required to pay any such tax, assessment or
<br />governmental charge which is being contested by Borrowers in good faith and by appropriate and
<br />timely proceedings, provided That Borrowers provide prior when notice to the pry of the Contest
<br />all proceedings. -
<br />Stx,UOp5.05 Maintain Existence
<br />Borrowers agrees to maintain its existence within the City of Lakewood, Ohlo In full force and
<br />effect and to carryon Its Witness at 15422 Devon Avenue in a manner Intended to be profitable for
<br />Me term of Wan (For, [41 yearsh
<br />Section 5.06 Information
<br />During Me term of this Agreement, Borrowers shall keep and maintain records, books of
<br />account and other documents relating directly to all matters covered by this Agreement. Including its
<br />Pace 9 ct 24
<br />Section6.01 Defaultand Cure
<br />Each of the folbMng shall constitute a default of this AgreemenL
<br />(11 Default Under Note - H Borrowers shall materially had to being its obligations order
<br />this Agreement or the Ian Documents and such breach continues unremedied forten
<br />(10) business days after notice from the City,
<br />(21 Incorrect Representations or Warranties — If any representation or wananty
<br />contained N or made in connection with the execution and delivery of this Agreement
<br />or In any certificate furn6hed pursuant hereto shall prove to have been incurred or
<br />untrue in any material respect when made;
<br />(3) Default in Covenants — if liorpewars default in the performance of any other term,
<br />covenant, or agreement contained, in the Loan Documents and such default shall
<br />continue unremedied for thirty (N) days after the earlier of either. (1) the default
<br />becoming known to an exewihe officer of Borrowers; or (2) written artice thereof
<br />(4) Voluntary Insolvency -- H aorowers become un.1wnl, ceases to pay its debts as they
<br />mature, voluntarily likes a mftlyn Seeking reorgermation of, or the appointment of a
<br />race
<br />er, trosid, or lauidat , for Itself or a substantial portion of its assets, with the
<br />purpose of effentAg . a plan or other arrangements with «edROrs, B adjudicated
<br />(5) Involuntary lrtsdvenq -If an lnvoluntay cetiton is filed against Borrowers a rider any
<br />WnkuPtM, lawthenry, or stmdar law seeking the reor,anaatiun of, or the
<br />appointment of any. receiver, trustee, of liquidator, for Borrowers or a substantial part
<br />offtsassets orawft¢ wa antofattachmentorvmtarpr ssoisu agonsta
<br />wbda ntial part of Borrowers: assets, and such Pdrtron B not dismissed, or such writ or
<br />warrant is not rcraue or hor,10, within thirry(3o) days aftertbe fdirgor levy, and
<br />Sedion6.02 Remedies
<br />lithe Borrowers defaults and fails to cure as set forth N Ankle W of this Agreement, then the
<br />City shall have the right to exercise concurrently or successively any one or more of the following
<br />rights and remedies:
<br />I. Wholly or pa Nally terminate this Loan Agreement and the rights gave to the
<br />Borrowers N lL,
<br />U. Temporary or permanently withdold or reduce funds not yet paid to the
<br />Borrowers;
<br />receipt and usage of the Loan Fulls, in accordance with generally accepted accountbg principles
<br />comrstenflyapplied.
<br />Section 5.07 ImEnecti.
<br />Until such Ume as the Loan is full forghen, Borrowers shall permit any duly authodaed
<br />representative of the City, or any offer appropriate governmental oR'al, at all reasonable hours,
<br />upon reasonable notice, and as often as reasonably requested, to have the right to Inspect the real
<br />estate used to secure the Loan. During the term of this Agreement, upon reasonable request of the
<br />City Borrowers shall provide statements, records, and data reasonably necessary for the City to
<br />determine the Borrowers' compliance with the terms of Th6 Agreement all the Loan Documents.
<br />Section5.0B Noticeof Default
<br />\Wthin ten (10) days of any e nt, which constitutes an Event of Defidg, as defined in Article
<br />N, or as defined under any of the Loan Documents, eorrowers shall provide. written notice to the City
<br />of the event. If an event occurs which would, i a orrice or (apse of time, constitute an Event of
<br />Default, Borrowers shag likewise give notice to the Cdr within ten 110) days of the discovery of that
<br />event.
<br />Section 5.10 IMemnfliation
<br />Borrowers shall be, fuM:responslble and staff Indemnify and hold harmless the City, its
<br />officials, employ es and agents against all liability claims, demands, losses, damages, delays and
<br />costs chodly arising from any negfgent or wilful ad or omission by Borrowers and Borrowers
<br />offers, agents, or emplialessor its,ontradororsubcontiectur orthe officials, agents oremployees
<br />ofthecontradornrwbcontr dorwhgeema¢edinthecedormance ofthk Agreement.
<br />member, o(fiva4 of employee of the Cry or of 0s agents or contractors shall be
<br />to Borrowersbithe event ofany default or breach ofthe Agreement by the City.
<br />SMRn5.11 Expense of Calledfan or Enforcement
<br />In the event Borrowers default on any provision or obligation contained in the Loan
<br />Documents or this Agreement, Borrowers shall pay the Cry an amount equal to the Chi costs all
<br />expenses of colleck, enforcement or correction of such default In addition to any other amounts
<br />that may be due from Borrowers on the Loan.
<br />ARTICLE Vi - EvDn9 of DEFAULT
<br />Snbiedto amyOne pencid set forth in Section 6.01, the entire unforghen principal of the Note
<br />and any other amounts due under the Loan Documents shall become and be immediately due and
<br />payable upon the written demand ofthe Cry, Hanyoneofthefollowirgewntsocmrs (an "Eventof
<br />Default") all is continuing at the time of such demand, whether it is voluntary or involuntary or,
<br />without Inflation, occvrnag or brought about by operation of law or pursuant to or in compliance
<br />with anyludgement, decree ororder of arrycourt orany order, ink or regulation of any administrative
<br />or governmental body.
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<br />III. Recover funds previously paid to the Borrowers, provided such amount have
<br />not been forgiven pursuant to the terms of this Agreement or the Loan
<br />Documents;
<br />N. Disallow all orpaadda, cost in noncompliant adivity;
<br />V. Wholly or parnaily suspend the Agreement;
<br />N. Exercise any and all additional rights the Cry may have in law or equity
<br />Termination W rw ant to clause (t) above shall W effef ive five 15) days after the data the City
<br />has given written notice to The Borrowers of such termination. If City chaoses any of the other
<br />remarks outlined, that remedy is effective Immediately ` upon default of any of the obligations
<br />pursuant to this Agreement.
<br />ARMEVIi= MIsatL ous
<br />Section 7.01 Waivers
<br />The Ctrs failure or delay In intoning any right, po et, or remedy hereunder shag not
<br />operate as a waiver thereof. The Crys slope or rental exercise of any such right, power or remedy
<br />shall not preclude any other or further exerdse thereof of the exercise of any other right, power or
<br />remedy hereu nder. = —
<br />No efod'dicatbn of salver of may provision of the loan Documents, nor any consent to any
<br />depa rture by Borrowers There from, shag he any event be efciftw or established by a court, crstnm,
<br />or course of dealing unless the same is To writing all executed by Borrowers and the City. Such
<br />waNd of coment Man be effective only for the speciic purpose for which it was given or limited to
<br />thepaetRVlaTbreachwwayed. Notice toordemand on Borrowers to one Instance shall cwt entitle
<br />Borrowers to any other further notice or demand In other orcumstanw.
<br />Se,ction).02 AereementAmerdments
<br />Borrowers and the Cry hereby expressly reserve an rights to amend from any provisions of the
<br />Loan Documents provided "and that all such amendments shall be in writing and executed by
<br />Borrowers and the City, except that Life City may waive any obligation on the part of the Borrowers
<br />uMar the Agreement and the Loan Documents through written rwfce to the Borrowers.
<br />Smlon7.03 Nothasand Communcallon
<br />NI notkes, consents, requests, demands and other communications required hereunder shall
<br />be In writing and shall be deemed to have been duty green to a parry hereto If mailed as follows. The
<br />pa mks may change the mailing address for writes under this provision with written notice to the
<br />other party:
<br />If to the City, by certified mall, pre paid, at
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