Agenda - Council - 08/13/2013 - Laserfiche WebLink

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"Company Certificate" means a certificate signed by the Company Representative. "Company Representative" means the person or persons at the time designated to act on behalf of the Company by written certificate furnished to the Issuer and the Trustee containing the specimen signatures of such person or persons and signed on behalf of the Company by its President. Such certificate may designate an alternate or alternates. "Costs of Issuance Fund" means the fund created pursuant to Section 5.14 of this Indenture. "Counsel" means an attorney duly admitted to practice law before the highest court of any state and, without limitation, may include legal counsel for either the Issuer or the Company. "Date of Issuance" means the date the Bonds are issued. "Default" and "Event of Default" mean with respect to any Default or Event of Default under the Loan Agreement or the Indenture, any occurrence or event specified and defined by Section 8.1 of the Loan Agreement or by Section 9.01 hereof. "Depository" shall mean The Depository Trust Company, New York, New York, or its successors and assigns, or such substitute depository institution as shall be designated by the Issuer in accordance with Section 2.11. "Depository Bonds" shall mean Bonds in the form of one certificate for each maturity and governed by Section 2.11 hereof. "Determination of Taxability" means receipt by the Issuer of a written notification of the issuance, prior to the maturity date or redemption of all Outstanding Series A Bonds, of a statutory notice of deficiency by the United States Department of the Treasury, Internal Revenue Service, or a decision by a court of competent jurisdiction, holding in effect that interest on any Series A Bond is included for federal income tax purposes in the gross income of the registered owner thereof, which statutory notice or court decision is either (a) not contested by the Company in accordance with Section 6.8 of the Loan Agreement or (b) contested by the Company in accordance with Section 6.8 of the Loan Agreement and resolved adversely to the interests of, or abandoned by, the Company. "EMMA" means the Electronic Municipal Market Access system established by the Municipal Securities Rulemaking Board with the support of the Securities and Exchange Commission, or any successor system, which can be accessed an the date hereof at www.emma.msrb.orr. "Escrow Agent" means Wells Fargo Bank, National Association, a national banking association, and its successors or assigns. "Escrow Agreement" means the Escrow Agreement of even date herewith_ between the Company, the Issuer, and the Escrow Agent. "Escrow Fund" means the fund created by the Escrow Agreement. "Fiscal Year" means any period of 12 consecutive months adopted by the Company or the School, as applicable, as its fiscal year for financial reporting purposes and initially means the period beginning July I of each year and ending on June 30 of the next year. 4 56O0797v 1