RES 94046 - Laserfiche WebLink

1.4 Payments with Respect to the 1988 Certificates. A. The Escrow ASent shall transfer to the Initial Trustee in immediate available funds for deposit in the Base Rental Payment Fund created by the 1988 Tnast Agreement from the Escrow Fund (i) on March I and September t of eanh year, commaneing September 1, 1994, an amount equal to the 1988 Rental Paymere which would have then been due under the 1988 Fecility Lease through and including September 1, and (ii) on September 1, , amounts sufficient to pay the prepayment price, including any prepayment premium, of all 1988 Certificates representing the Ci~s 1988 Rental Payments payable on or after September 1, B. Transfers from the Escrow Fund shall be made only from scheduled payments of principal and interest received by the Escrow Agent with respect to the securities listed on Schedule A hemto, and the earninBs on any invest. merit of such scheduled payments. Under no airoumstanees shall the Eserow Agent sell, transfer, liquidate or redeem prior to maturity the saeurities listed on Schedule A hem~ unless the Escrow Agent shall first have received: (i) an unqualified opinion from nationally recognized bond counsel to the effec~ that such sale, transfer, liquidation or redemption would not, in and of itself, (a) cause the 1988 Certificates or the Bonds to become arbitrage bonds within the meaning of Sention 148 of the Internal Revenue Code of 1986, as amended, end the regulations thereunder in effect at the time of such proposed sale, transfer, liquidation or redemption or (b) adversely affect the conclusions expressed in the supplemental opinion of such finn rendered to the underwriter of the Bonds to the effect that upon making the deposits into the Escrow Fund the lien and the pledge of the 1988 Faaility Lease, and the 1988 Certificates were defeased (the "Defea~nee Opinion") end (ii) a certificate of the Verification Agent to the efteat that such sale. transfer, liquidation or redemption would not adversely effect the conclusions expressed in its verification letter dated , 1994, concerning the sufficiency of amounts in the Escrow Fund for purposes of making 1988 Ret~tel Payments with respect to the 1988 Facility Lease end f6r purposes of making payments and prepayments in respect of the 1988 Certificates. Upon any such sale, tt'ansfer, liquidation or redemption prior to maturity, the Escrow Agent shall hold and invest moneys therefrom pursuant to Article IV hereof. C. The City hereby irrevocably designates the 1988 Certificates maturing on September I in the years 1994 thorugh 1998 and in 2008 and 2014 for prior redemption on September 1, as indicated in Paragraph A above end hereby irrevocably instructs the Initial Trustee to give the mailed notice ofprepayment as provided in Sections 4.03 of the 1988 Trust Agreement. These instructions constitute the irrevocable instructions to call the 1988 Certificates maturing on September 1 in the years 1994 in the years 1994 through 1998 and in 2008 and 2014 required by Section 4.03 and 10.01 of the 1988 Trust Agreement. 1.5 Release of Pledge. By its acceptance of these Instructions, and based upon receipt of a letter from the Verification Agent concerning the sufficiency oremounts in the Escrow Fund for the purposes of making Rental Payments and upon receipt of an opinion