11-14-01 1. INDENTURE OF TRUST - Laserfiche WebLink

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the Operating Reserve Requirement.Tln,Nafto Such bank letter of credit will have a stated expiration date of April 1,2003.Commencing after the Date of Issuance,the Trustee shall deposit and utl,v, fu,n&in the Rzvznne Fli„dz-c.,L,5saulo maintain or restore the balance of tl lc Operating Reserve Fund to(i)all rental income and fees arising from the operation of the Project Facilities and received on or before April 1,2003,and(ii)the amounts transferred from the Revenue Fund as provided in section 5.01(g) herein, until such deposits equal the Operating Reserve Requirement. :. . • II fu„nlcd on the Dat%,As amounts are deposited therein, the stated amount of Issuance with a bank kttv, of - '-- provided-in-Sti,ctie►i 5.01(g), and the Trustee shall rcl,,as,„the bank letter of credit, or portion thoeof, will be reduced by a corresponding amount,and the Trustee will release such portion of the bank letter of credit from the Trust Estate. If the rental income and the transfers from the Revenue Fund do not equal the Operating Reserve Requirement and are not sufficient to fully replace the bank letter of credit on April 1, 2003,the Manager shall loan the difference to the Borrower,who shall transfer the proceeds of the loan to the Trustee for deposit to the Operating Reserve Fund. Such loan shall bear simple interest at nine percent (9%)and shall be repaid out of the Surplus Fund,to the extent that funds are available. Repayments of this loan shall be made prior to any distributions to the Borrower or redemptions of Subordinate Bonds as provided in Section 5.05. Commencing April 1,2003,the Trustee shall deposit to the Operating Reserve Fund any Loan Repayments and other funds in the Revenue Fund as provided ill section 5.01(g)herein as necessary to maintain or restore the balance to the Operating Reserve Requirement. Moneys on deposit in the Operating Reserve Fund are pledged to and shall be used by the Trustee for the payment of(i) principal of and interest on the Senior Bonds when due, in the event amounts on deposit in the Senior Debt Service Account of the Bond Fund are insufficient therefor, and(ii)Operating Expenses(including deposits to the Taxes and Insurance Fund as provided in Section 5.05 and the Repair and Replacement Fund as provided in Section 5.07).Amounts in the Operating Reserve Fund shall be valued in the manner and at the times as provided for the Debt Service Reserve Fund in Section 5.04 hereof. Investment earnings from the Operating Reserve Fund in excess of the Operating Reserve Requirement shall be transferred to the Senior Debt Service Account of the Bond Fund. Upon final payment,redemption or defeasance of all Series 2001 Bonds and the satisfaction of all obligations under the Loan Agreement,and so long as there is no default ongoing under the Loan Agreement, the Mortgage or this Indenture,then upon the release of this Indenture the Trustee shall remit all amounts on deposit in the Operating Reserve Fund to the Borrower(including the release of any bank letter of credit in its entirety). Section 5.12. Pledge of Tax Increment Revenue. At On or before the Date of Issuance,the City will execute and deliver the Tax Increment Note, whereby the City will agree to pay to the Borrower the Tax Increment Revenue,and the Borrower will deliver the Assignment of TIF Note to the Trustee as additional security for the Bonds, and will direct the City to make the payments of Tax Increment Revenue to the Trustee. The Trustee shall deposit the Tax Increment Revenue,as received,in the Revenue Fund,to be used as provided in Section 5.01 hereof. - 47 -