HomeMy WebLinkAboutC.054.93011_0449 (2)take all necessary action to effect the substitution of the County for the Lender in any such action
or proceeding if the County shall so request; provided, however, if such consent is refused for
any reason, the Lender shall assign, to the extent permitted by law, all of its rights, title and
interest in such cause of action or defense to the County and the Lender shall cooperate fully to
effectuate such assignment and take all necessary action to effect the substitution of the County
for the Lender in any such action or proceeding.
(d) Any Installment Payment due on a day not a Business Day shall be made on the
next Business Day with the same force and effect as if made on such day.
Prepayment . The County may elect by notice to the Lender, to prepay all or any portion of the
Advance or any date on which an Installment Payment is due; provided, however that any
prepayment shall be accompanied by a prepayment premium based upon the following schedule:
Prepayment Date Premium
October 28, 2004 through October 27, 2007 5%
October 28, 2007 through October 27, 2010 4%
October 28, 2010 through October 27, 2013 3%
October 28, 2013 through October 27, 2016 2%
October 28, 2016 to maturity 1%
Notwithstanding the foregoing, any prepayment (i) made with proceeds of the Advance (up to
$100,000) remaining after delivery of the Completion Certificate described in Section 3.6(d) (so
long as such prepayment occurs on or before March 31, 2006), or (ii) pursuant to Section
5.4(b)(ii) or Section 5.5(b)(ii) shall be without premium.
Any such prepayment shall be applied against scheduled Installment Payments in inverse
order of maturity.
Appropriations of Payments. (a) The County reasonably believes that funds sufficient to make
all Installment Payments during the Term of this Agreement can be obtained. While recognizing
that it is not empowered to make any binding commitment to make histallment Payments or any
other payments beyond its current fiscal year, the Governing Body of the County in authorizing
the execution of this Agreement has stated its intent to make annual appropriations sufficient to
make the Installment Payments and Additional Payments and has recommended that future
governing bodies continue to do so during the Term of this Agreement.
(b) The Manager shall include in the initial proposal for each of the County's annual
budgets the amount of all Installment Payments and Additional Payments coming due during the
fiscal year to which such budget is applicable. Notwithstanding that the Manager includes an
appropriation for Installment Payments and Additional Payments in a proposed budget, the
County may terminate all its obligations hereunder by not appropriating sufficient funds to make
the scheduled Installment Payments and Additional Payments. In the event the Governing Body
determines not to appropriate in its budget an amount sufficient to pay all Installment Payments
and reasonably estimated Additional Payments coming due in the applicable fiscal year, the
Governing Body shall adopt a resolution specifically deleting such appropriation from the
proposed budget for that fiscal year. Such resolution shall state the reasons for such deletion,
shall be adopted by a vote identifying those voting for and against and abstaining from the
resolution, and shall be recorded in the minutes of the Governing Body. A copy of such
resolution shall be promptly sent to the Lender. Such failure to appropriate shall constitute an
Event of Default.
(c) If the amount equal to the Installment Payments which will be due during the next
fiscal year has not been appropriated by the County in its budget, the Manager shall deliver to
the Lender, within ten (10) days after the adoption of the County's budget for such fiscal year,
but not later than fifteen (15) days after the start of such fiscal year, a certificate from the
Finance Officer of the County stating that the County did not make such appropriation.
Insurance. Subject to Section 4.5 and Section 4.14 hereof, the County shall continuously
maintain, or cause to be maintained, the following insurance on the Project: (a) public liability
insurance against liability for bodily injury, including death resulting therefrom, and for damage
to property, including loss of use thereof, arising out of the use or ownership of the Project, with
a minimum liability limit of $1,000,000, (b) workers' compensation insurance with respect to
County employees at the Project, and (c) fire and other casualty insurance and extended coverage
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