8448-93 Authorizing City of South Bend Economic Development Revenue Refunding Bonds (First Bank Center Project) $8,030,384.77

Home Browse Search

Section 8.3. Rescission of Acceleration. The provisions of Section 8.2 are subject to the condition that if the principal of and accrued interest on all or any outstanding Taxable Notes have been declared immediately due and payable by reason of the occurrence of any Event of Default, you may in your sole discretion, by written instrument filed with the Borrower, rescind and annul such declaration and the consequences thereof, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Taxable Notes or the Indenture; (b) all arrears of interest upon all the Taxable Notes and all other sums payable under the Taxable Notes (except any principal or interest on the Taxable Notes which has become due and payable solely by reason of such declaration under Section 8.2) shall have been duly paid; and (c) each and every other Event of Default shall have been made good, cured or waived; and provided further, that no such rescission and annulment shall extend to or affect any subsequent Event of Default or impair any right consequent thereto. SECTION 9. MISCELLANEOUS. Section 9.1. Definitions. All capitalized terms used herein shall have the meanings given thereto in the Indenture and the Loan Agreement unless otherwise defined herein or if the context shall so otherwise require. Section 9.2. Expenses. Whether or not the Bonds and/or the Taxable Note are sold, the Borrower by its execution of this Agreement confirms its agreement with you and the Issuer to pay all expenses relating to the transactions contemplated hereby, including but not limited to: (a) the cost of preparing and reproducing this Agreement, the Bonds, the Taxable Note and the other documents referred to herein; (b) the reasonable fees and the disbursements of your special and bond counsel and counsel to the Issuer (if any outside counsel is employed by it in connection with the transactions contemplated hereby) and special counsel to the Banks; and the fees of Hunter, Keith, Marshall & Co., and any other financial advisor, mortgage banker or broker retained by the Borrower in connection with the placement of the Bonds and the Taxable Note (you and the Issuer each for itself, hereby represents that, other than Hunter, Keith, Marshall & Co., no such advisor, mortgage banker or broker has been employed or retained by it for such purpose); (c) your reasonable out -of- pocket expenses (other than travel expenses of your employees) incurred in connection with this financing; -17-