1992-06-23 Resolution 57 - Laserfiche WebLink

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• received from the investment of the proceeds of the 1992 Bonds and the 1988 Bonds and any other amounts treated as proceeds of the 1992 Bonds under the provisions of Section 103 and 148 of the Internal Revenue Code of 1986, as amended (the "Code"), or any of the regulations and rules adopted pursuant thereto shall not be invested or otherwise used in a manner which would cause the 1992 Bonds to be "arbitrage bonds" within the meaning of such Section 148 and such regulations or rules adopted pursuant to such Section 148 as may be applicable. In addition, the Authority and the Escrow Trustee covenant and agree to take all actions necessary from time to time to comply with all applicable provisions of the Code or any successor thereto and the regulations promulgated thereunder,, now or hereafter in force, to ensure that the interest • on the 1988 Bonds and the 1992 Bonds at all times continues to be excludable form gross income for federal income tax purposes. Section 10. Indemnification of Escrow Trustee. The Authority hereby agrees to indemnify the Escrow Trustee and hold it harmless from any and all claims, liabilities, losses, actions, suits or proceedings at law or in equity, by reason of its acting rustee under this A reement, except in the case of the scrow T g as E negligence or willful misconduct of the Escrow Trustee, its employees or its agents; and in connection therewith, the Authority hereby agrees to indemnify the Escrow Trustee against any and all reasonable expenses, including reasonable attorney's fees and the cost of defending any action, suit or proceeding or resisting any claim, including appellate proceedings. • -11-