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made unless the Participant provides the City with reasonable notice of, and opportunity to comment on, any proposed change. ARTICLE IV NEGATIVE COVENANTS Participant covenants and agrees that for the life of this Agreement, Participant will not, without prior written consent of the City: 4.1 USE OF FUNDS. Use any of the proceeds of the Loan except for the purpose(s) stated in Section 1,4 of this Agreement. 4.2 ENCUMBER THE PROPERTY. Create nor suffer to exist any mortgage, lien, charge, or encumbrance, including liens arising from judgments on the property covered in Section 1.4. This includes Workers' Compensation, unemployment, Internal Revenue Service, state, local, mechanic, and any other liens of any type; provided however, that Participant shall have thirty (30) days to discharge or provide adequate security for any involuntary lien upon the Property except that which may be in the ordinary course of business to obtain a line of creditor letters of credit. 4.3 MERGER, CONSOLIDATION, SALE OF ASSETS. Merge into or consolidate with any corporation or other entity, or acquire all or substantially all of the assets of any other corporation or entity; or sell, lease, assign, transfer or otherwise dispose of all or substantially all Participant's assets. 4.4 LOANS, ADVANCES, INVESTMENTS. Make any loan or advances to or investments in, any person or entity except those usually made in the ordinary course of business. ARTICLE V DEFAULT AND REMEDIES 5.1 EVENTS OF DEFAULT. The occurrence of any one or more of the following events shall consti#ute an event of default hereunder ("Event of Default"): (a) Participant removes the Improvements from the Property or fails to maintain the Improvements and the Property in good condition and repair in violation of Section 3.4. (b) Any representation or warranty contained in this Agreement or any certificate furnished in connection with the foregoing or in connection with any request for disbursement of Loan Proceeds proves to have been false or misleading in any material adverse respect when made. (c) Participant defaults in the performance of any term, provision, covenant or agreement (other than an obligation enumerated in this Article V) contained in this Agreement or unless a shorter cure period for such default is specified herein, the default continues for ten (10) days in the event of a monetary default or thirty (30) days in the event of a nonmonetary default after the date upon which Fiscal near o9-~0 4 San Leandro Capital Improvement Loan Agreement