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plaintiff in any such action with or without consent, the Borrower agrees to indemnify and hold <br /> harmless the Indemnified Person from and against any loss, liability or expense by reason of such <br /> settlement or judgment. <br /> (c) The Borrower shall also indemnify the City, Trustee and such Indemnified Persons <br /> for all reasonable costs and expenses, including reasonable counsel fees, incurred in: (i) enforcing <br /> any obligation of the Borrower under this Loan Agreement or any related agreement, (ii)taking <br /> any action requested by the Borrower, (iii)taking any action required by this Loan Agreement or <br /> any related agreement, or (iv)taking any action considered necessary by the City and which is <br /> authorized by this Loan Agreement or any related agreement. If the City is to take any action <br /> under this Loan Agreement or any other instrument executed in connection herewith for the benefit <br /> of the Borrower, it will do so if and only if(A)the City is a necessary party to any such action or <br /> proceeding;and(B)the City has received specific written direction from the Borrower,as required <br /> hereunder or under any other instrument executed in connection herewith, as to the action to be <br /> taken by the City. <br /> (d) All amounts payable to the City under this Section 2.35 shall be deemed to be fees <br /> and expenses payable to the City for the purposes of the provisions hereof and of the Indenture <br /> dealing with assignment of the City's rights hereunder. The City and its members,officers,agents, <br /> employees and their successors and assigns shall not be liable to the Borrower for any reason. <br /> (e) Any provision of this Loan Agreement or any other instrument or document executed <br /> and delivered in connection therewith to the contrary notwithstanding,the City retains the right to <br /> (i) enforce any applicable Federal or State law or regulation or resolution of the City, and <br /> (ii) enforce any rights accorded to the City by Federal or State law or policy or procedure of the <br /> City, and nothing in this Loan Agreement shall be construed as an express or implied waiver <br /> thereof. <br /> (f) The obligations of the Borrower under this Section 2.35 shall survive any assignment <br /> or termination of this Loan Agreement in accordance with Section 7.01 hereof and the resignation <br /> or removal of the Trustee. <br /> Section 2.30. Collateral Fund Provisions. Pursuant to Section 4.08 of the Indenture, in the <br /> event that (i) the reported Market Value of the amounts on deposit in the Collateral Fund is less <br /> than the Collateral Fund Requirement or(ii) for any reason any amounts deposited therein fail to <br /> be available to the Borrower to be deposited therein as a result of any third party restriction, the <br /> Borrower covenants that it will,by the end of the third month following the Report Date(as defined <br /> in the Indenture), deposit cash or investments into the Collateral Fund to bring the Market Value <br /> of the balance therein equal to or greater than the Collateral Fund Requirement. <br /> Additionally, in the event that the Trustee uses any amounts in the Collateral Fund to pay <br /> interest due on the Series 2026A Bonds,the Borrower covenants to deposit with the Trustee within <br /> 10 days of the notice of such payment,the amount necessary to bring the amount on deposit in the <br /> Collateral Fund equal to or greater than the Collateral Fund Requirement. <br /> -20- <br />