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(f) Notwithstanding any other provision hereof, including, in particular, Article 12, the <br />obligation to remit the Rebate Requirement to the United States and to comply with all other <br />requirements of this Section and the Tax Certificate shall survive the defeasance or payment in full <br />of the Bonds. <br />(g) The Authority shall not use or permit any proceeds of the 2024 Bonds or any funds <br />of the Authority, directly or indirectly, to acquire any securities or obligations, and shall not take <br />or permit to be taken any other action or actions, which would cause any 2024 Bonds to be an <br />"arbitrage bond" within the meaning of the Code or "federally guaranteed" within the meaning of <br />Section 149(b) of the Code and any such applicable regulations promulgated from time to time <br />thereunder and under Section 103(c) of the Code. The Authority shall observe and not violate the <br />requirements of Section 148 of the Code and any such applicable regulations. The Authority shall <br />comply with all requirements of Sections 148 and 149(b) of the Code to the extent applicable to <br />the 2024 Bonds. <br />(h) The Authority specifically covenants to comply with the provisions and procedures <br />of the Tax Certificate. <br />(i) The Authority shall not use or permit the use of any proceeds of the 2024 Bonds or <br />any funds of the Authority, directly or indirectly, in any manner, and shall not take or omit to take <br />any action that would cause any of the 2024 Bonds to be treated as an obligation not described in <br />Section 103(a) of the Code. <br />0) Notwithstanding any provisions of this Section 7.02, if the Authority shall provide <br />to the Trustee an opinion of Bond Counsel to the effect that any specified action required under <br />this Section 7.02 is no longer required or that some further or different action is required to <br />maintain the exclusion from gross income for federal income tax purposes of interest with respect <br />to the 2024 Bonds, the Trustee, the Authority and the City may conclusively rely on such opinion <br />in complying with the requirements of this Section and, notwithstanding Article 8 hereof, the <br />covenants hereunder shall be deemed to be modified to that extent. <br />SECTION 7.03. Eminent Domain. If the whole of the Project or so much thereof <br />as to render the remainder unusable for the purposes for which it was used or intended to be used <br />by the City shall be taken under the power of eminent domain, the Installment Purchase Agreement <br />shall cease as of the day that possession shall be so taken. The Authority shall take or cause to be <br />taken such action as is reasonably necessary to obtain compensation at least equal to the value of <br />the Project or portion thereof taken by eminent domain. If less than the whole of the Project shall <br />be taken under the power of eminent domain and the remainder is usable for the purposes for which <br />it was used by the City at the time of such taking, then the Installment Purchase Agreement shall <br />continue in full force and effect as to such remainder, and the parties thereto waive the benefits of <br />any law to the contrary. So long as any of the Bonds shall be Outstanding, the net proceeds of any <br />award made in eminent domain proceedings for taking the Project or any portion thereof shall be <br />transferred to the Payment Fund. Any such award made after all of the Bonds have been fully paid <br />and retired and all fees and expenses of the Trustee have been fully paid shall be paid to the City. <br />SECTION 7.04. Accounting Records and Reports. The Authority will keep or <br />cause to be kept proper books of record and accounts in which complete and correct entries shall <br />29 <br />55394.00068\42092121.3 <br />