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has occurred which would constitute an event of default under any debt, revenue bond or <br />obligation which Lessee has issued during the past ten (10) years. <br /> (m) The execution and delivery of this Agreement and the Escrow Agreement, <br />the consummation of the transactions therein and herein contemplated and the fulfillment <br />of or compliance with the terms and conditions thereof and hereof, do not and will not <br />conflict with or constitute a violation or breach of or default (with due notice or the <br />passage of time or both) under any applicable law or administrative rule or regulation, or <br />any applicable court or administrative decree or order, or any indenture, mortgage, deed <br />of trust, lease, contract or other agreement or instrument to which Lessee is a party or by <br />which it or its properties are otherwise subject or bound, or result in the creation or <br />imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon <br />any of the property or assets of Lessee, which conflict, violation, breach, default, lien, <br />charge or encumbrance would have consequences that would materially and adversely <br />affect the consummation of the transactions contemplated by this Agreement or the <br />Escrow Agreement or the financial condition, assets, properties or operations of Lessee. <br /> (n) Lessee hereby covenants and agrees to cooperate in all respects with <br />Lessor in facilitating the prompt and careful removal and return of the Equipment to <br />Lessor from the real estate where the Equipment is and will be located if at any time <br />Lessor is entitled to have the Equipment returned or delivered or it or entitled to <br />repossession of the Equipment pursuant to Section 3.03 or Section 12.02 hereof. <br /> (o) (i) Private Activity Bond Limitation. Lessee will assure that the <br />proceeds of the Agreement are not so used as to cause the obligations of Lessee under the <br />Agreement to satisfy the private business tests of section 141(b) of the Code or the <br />private loan financing test of section 141(c) of the Code. <br /> (ii) Federal Guarantee Prohibition. Lessee will not take any action or <br />permit or suffer any action to be taken if the result of such action would be to <br />cause any of the obligations of Lessee under the Agreement to be "federally <br />guaranteed" within the meaning of section 149(b) of the Code. <br /> (iii) Rebate Requirement. Lessee will take any and all actions necessary <br />to assure compliance with section 148(f) of the Code, relating to the rebate of <br />excess investment earnings, if any, to the federal government, to the extent that <br />such section is applicable to the Agreement. <br /> (iv) No Arbitrage. Lessee will not take, or permit or suffer to be taken, <br />any action with respect to the proceeds of the Agreement which, if such action <br />had been reasonably expected to have been taken, or had been deliberately and <br />intentionally taken, on the date of delivery of the Agreement would have caused <br />any of the obligations of Lessee under the Agreement to be “arbitrage bonds” <br />within the meaning of section 148 of the Code. <br />161