Rights of Credit Facility Provider and Liquidity Facility Provider. 23 This is a LOAN AGREEMENT dated as of December 1, 2017 (the “Loan Agreement”) among Baptist Health South Florida, Inc. (“BHSF”), Baptist Hospital of Miami, Inc., Baptist Outpatient Services, Inc., Doctors Hospital, Inc., Homestead Hospital, Inc., Mariners Hospital, Inc., South Miami Hospital, Inc., Xxxx Xxxxxxx Baptist Hospital, Inc., Fishermen’s Health, Inc., Bethesda Health, Inc., Bethesda Health Outpatient Services, Inc., Bethesda Hospital, Inc., Bethesda Payroll Services, Inc. and Bethesda Health Comprehensive Imaging Services, Inc. (individually a “Borrower” or a “Member of the Obligated Group”, and collectively, the “Borrowers” or the “Members of the Obligated Group”), each a Florida not for profit corporation, and the City of South Miami Health Facilities Authority (the “Authority”), a public corporation created and existing under and by virtue of the Health Facilities Authorities Law, Part III of Chapter 154 of the Florida statutes, as amended (the “Act”).
Rights of Credit Facility Provider and Liquidity Facility Provider. Anything contained in the Bond Indenture, this Loan Agreement or in the Bonds to the contrary notwithstanding, the existence of all rights given to the Liquidity Facility Provider or the Credit Facility Provider hereunder with respect to the giving of consents or approvals or the direction of proceedings are expressly conditioned upon its timely and full performance of the Liquidity Facility or the Credit Facility, as the case may be. Any such rights shall not apply if at any time there are no Bonds outstanding or the Liquidity Facility Provider or the Credit Facility Provider has failed to perform any of its obligations under the Liquidity Facility or the Credit Facility or has been declared insolvent or bankrupt by a court of competent jurisdiction, an order or decree shall have been entered appointing a receiver, receivers, custodian or custodians for any of its assets or revenues, or any proceeding shall be instituted with the consent or acquiescence of the Liquidity Facility Provider or the Credit Facility Provider or any plan shall be entered into by the Liquidity Facility Provider or the Credit Facility Provider for the purpose of effecting a composition between the Liquidity Facility Provider or the Credit Facility Provider and its creditors or for the purpose of adjusting the claims of such creditors, the Liquidity Facility Provider or the Credit Facility Provider makes any assignment for the benefit of its creditors or the Liquidity Facility Provider or the Credit Facility Provider is generally not paying its debts as such debts become due or the Liquidity Facility Provider or the Credit Facility Provider files a petition in bankruptcy or under Title 11 of the United States Code, as amended, or the Liquidity Facility or the Credit Facility has been determined to be void or unenforceable by final judgment of a court of competent jurisdiction; provided, that this Section 11.9 shall not in any way limit or affect the rights of the Credit Facility Provider or Liquidity Facility Provider as a Bondholder, as subrogee of a Holder or as assignee of a Holder or to otherwise be reimbursed and indemnified for its costs and expenses and other payments on or in connection with the Bonds, the Credit Facility or the Liquidity Facility, either by operation of law or at equity or by contract.
