1992-06-18 Resolution 56 - Laserfiche WebLink

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Summary of Selected Provisions of the Trust Agreement A Trust Agreement is to be executed between the Authority and the Trustee, in which Agreement the Authority pledges and assigns the Lease and the Pledged Funds {as defined in Appendix C of this Official Statement) to the Trustee. The Trustee Agreement creates a continuing pledge by the Authority to the bondholders to pay the debt service on all Bonds from the Pledged Funds until the principal sum is fully paid. The Authority additionally pledges to keep and perform all covenants and conditions pursuant to the terms of the Trust Agreement. The Authority covenants that it has and will preserve its interest in all property to be leased, subject only to Permitted Encumbrances as defined in the Lease. The Authority covenants that all lawful taxes, charges, and assessments levied upon the Palms Royale building (the "Project") will be paid and that the Project will be operated and maintained in good repair, working order and condition. Under the Lease, the Commission is obligated to actually pay, as its expense, all costs of taxes and assessments, and maintenance and use related to the Project. If the Authority, via the Commission, fails to pay any tax, assessment, or other charge, the Trustee may pay such charges which shall constitute an additional indebtedness of the Authority secured by the line of the Trust Agreement, prior and paramount to the lien of the Bonds and interest thereon. For any such charges paid by the- Trustee, the Authority will pay interest to the Trustee at the highest rate of interest on any of the Bonds when sold. The Authority covenants further that it will bring suit to mandate the Commission to levy a tax to pay the rental provided in the Lease if such rental is more thin 60 days in default. The Authority covenants that it will carry insurance on the Project equal to the greater of (a) the purchase option. price under the Lease or (b)1(10% of the full replacement cost of the Project and will carry rental value insurance equal to the-full rental value of the Project for two years against physical loss or damage. Under the Lease, the Commission is obligated to carry sufficient insurance to meet all the aforementioned requirements. If the Authority neglects to obtain such insurance, the Trustee may procure such insurance which shall be repaid by the Authority upon demand and shall constitute an additional indebtedness of the Authority secured by the- line of the Trust Agreement, prior and paramount to the lien of the Bonds and interest • thereon. However, the Trustee is not obligated to procure such insurance unless fully indemnified against this expense and furnished with the means to incur such expenses. For any such charges paid by the Trustee, the Authority will pay interest to the Trustee at the highest rate of interest on any of the Bonds when sold. The insurance policies will clearly indicate that any proceeds under the policies will be payable to the Trustee. In the event the Improvements should be destroyed so as to render them unfit for their intended use, the Trustee will apply the insurance proceeds to the reconstruction of the destroyed Improvements if (i) the costs of reconstruction does not exceed the insurance proceeds and (ii) such reconstruction can be completed within the period covered by rental value insurance. If either or both conditions shall not exist, the insurance proceeds shall be used to redeem all the outstanding Bonds. . The Authority covenants to keep proper books of record and account which will be furnished to the Trustee upon request. If any of the "events of default" (as defined in Article VII, Section 7.01 of the Trust Agreement) occurs, the Trustee-may, upon request of the holders of 25% of the then outstanding Bonds, by notice in writing to the Authority, declare the outstanding principal and interest immediately due and payable, subject to the right of the holders of a majority of the outstanding Bonds, by written notice to the Authority and. Trustee, to annul each declaration at any time if the defaults have been cured. In the case of an event of default, the Trustee may protect its and the bondholders' rights by suit or by suits in equity or at law in any court of competent jurisdiction whether for specific performance of any covenantor for the enforcement of any other appropriate legal or equitable remedy. Each and every such remedy will be cumulative. The Authority covenants that whenever there are sufficient funds held by the Trustee to pay principal, redemption premiums .and interest to the next interest payment date on all outstanding Bonds, it will direct the Trustee to call all outstanding Bonds for redemption. 5