RES 94046 - Laserfiche WebLink

Neither the Corporation nor the City shall direct the Escrow Agent to purchase securities at a pnee above the then prevailing fair market value of such security in order to artificially reduce the yield to the allowed yield. In connection with interest and matunng mounts ofpnncipal in respeot of the securities set forth in Schedule A, the City and the Corporation may direct the Escrow Agent to hold such mounts uninvested or to purchase United States Treasury Securities - State end Local Oovernment Securities, to the exxent available, beanng interest at a rate equal to or less than the allowed yield and maturing no later than one Business Day preceding the date on which such moneys are needed for payment of Payments in accordance with these Instructions and as shown in the original verification report of the Verification Agent. Under no circumstances shall the City or the Corporation cause or direct eny initial investment, subsequent investment or reinvestment of the securities or moneys in the Escrow Fund to be made in such a manner as to result in the loss of exclusion from gross income for federal income tax purposes of interest with respect to the Prior Obligations or the Bonds. As payment for its services hereunder, the City shall pay to the Escrow Agent the sum of $500 on , 1994, and $500 a year thereafter for its services as Escrow Agent and paying agent for the Prior Obligations. The Escrow Agent shall not have any lien whatsoever upon any of the moneys in the Escrow Fund, or otherwise deposited in accordance with these Instructions, for the payment of fees and expenses for services rendered by it hereunder. The City covenants and agrees to indethnify and save the Escrow Agent and its officers, direc~rs, agents and employees, hatmless a~ainst any and all claims, losses, expenses (including reasonable atlorney fees end disbursements) and liabilities which it my incur arising out of or in the exercise end performance of its duties hereunder, but excluding eny and all claims, losses, expenses and liabilities which are due to the negligence or willful misconduct of the Escrow Agent, its officers, directors, or employees. The obligations of the City under this Section V shall survive the payment of the Prior Obligations and the discharge of the Facility Leases. The Escrow Agent shall provide a monthly statement to the City which shall set forth the cash and seeuritias held in the Escrow Fund by the Escrow Agent. VI. Deficiency. Upon deposit of the amounts set forth in Section 1.2 hereof, all obligations of the City under the Facility Leases, and all security provided by the Facility Leases for the Rental Payments due under the Facility Leesas, shall cease and terminate, excepting only the obligations of the City to make, or cause to be made, Rental Payments from the deposit made -7-