8D Consent 2007 0416 - Laserfiche WebLink

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Notwithstanding the foregoing, there shall be no abatement of Lease Payments by reason of damage, destruction or unavailability of all or a portion of the Leased Premises to the extent that: (i) the value of the portions of the Leased Premises not damaged, destroyed, incomplete or otherwise unavailable for use and occupancy by the City, based upon a written appraisal, is equal to or greater than the Outstanding Certificates; or (ii) the proceeds of rental interruption insurance or amounts in the Insurance and Condemnation Fund or the Lease Payment Fund are available to pay Lease Payments which would otherwise be abated. See "APPENDIX 0 - SUMMARY OF PRINCIPAL LEGAL DOCUMENTS - The Lease Agreement" and "RISK FACTORS - Abatement." Action on Default If the City defaults under the Lease Agreement, the Trustee, as assignee of the Authority under the Lease Agreement, may terminate the Lease Agreement and recover certain damages from the City, or may retain the Lease Agreement and hold the City liable for all Lease Payments thereunder on an annual basis as they become due. The Lease Payments may not be accelerated upon a default under the Lease Agreement. See "RISK FACTORS." For a description of the events of default and permitted remedies of the Trustee (as assignee of the Authority) contained in the Lease Agreement and the Trust Agreement, see "APPENDIX 0 - SUMMARY OF PRINCIPAL LEGAL DOCUMENTS - The Lease Agreement" and" - The Trust Agreement." Reserve Fund A reserve fund (the "Reserve Fund") is established by the Trust Agreement to be held by the Trustee in trust for the benefit of the City and the Owners of the Certificates in an amount equal to, as of any date of calculation the least of (1) maximum annual debt service on the Outstanding Certificates; (b) 125% of average annual debt service; or (c) ten percent (10%) of the total amount of the proceeds of the Certificates deposited under the Trust Agreement (the "Reserve Requirement"). If the amount on deposit in the Reserve Fund is less than the full Reserve Requirement, the Trustee will retain therein all earnings on the investment of amounts in the Reserve Fund until the full Reserve Requirement is on deposit. All amounts on deposit in the Reserve Fund in excess of the Reserve Requirement, and all amounts derived from the investment of amounts in the Reserve Fund which are not required to be retained therein to maintain the Reserve Requirement, shall be transferred by the Trustee to the Lease Payment Fund on or before each Interest Payment Date. Moneys in the Reserve Fund shall be held in trust as a reserve for the payment when due of the Lease Payments on behalf of the City. If on any Interest Payment Date the moneys in the Lease Payment Fund do not equal the amount of the Lease Payment then coming due and payable, the Trustee shall apply the moneys available in the Reserve Fund to make such payments on behalf of the City by transferring the amount necessary for this purpose to the Lease Payment Fund. Upon receipt of any delinquent Lease Payment with respect to which moneys have been advanced from the Reserve Fund, such Lease Payment shall be deposited in the Reserve Fund to the extent of such advance. If on any Interest Payment Date the moneys on deposit in the Reserve Fund and the Lease Payment Fund (excluding amounts required for payment of principal, interest and prepayment premium. if any, represented by any Certificates theretofore having come due but not presented for payment) are sufficient to payor prepay all Outstanding Certificates, including -12-