Reso 2010-1538 - Laserfiche WebLink

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specify the amount of the prepayment which is to be applied. In the event of prepayment while SunTrust Bank (the "Bank") is the Holder of this Bond, the City may be required to pay the Bank an additional fee (a prepayment charge) determined in the manner provided below, to compensate the Bank for all losses, costs and expenses incurred in connection with such prepayment. The fee shall be equal to the present value of the difference between (1) the amount that would have been realized by the Bank on the prepaid amount for the remaining term of the Bond at the then current rate of interest on the Bonds and (2) the amount that would be realized by the Bank by reinvesting such prepaid funds for the remaining term of the Bond at the Federal Reserve H.15 Statistical Release rate for fixed-rate payers in interest rate swaps, interpolated to the nearest month, that was in effect three Business Days prior to the Bond prepayment date; both discounted at the same interest utilized in determining the applicable amount in (2). Should the present value have no value or a negative value, the City may repay with no additional fee. Should the Federal Reserve no longer release rates for fixed-rate payers in interest rate swaps, the Bank may substitute the Federal Reserve H.15 Statistical Release with another similar index. The Bank shall provide the City with a written statement explaining the calculation of the premium due, which statement shall, in absence of manifest error, be conclusive and binding. Partial prepayments may be made, subject to a prepayment charge based upon the same calculation methodology described above. Any partial prepayment shall be applied to installments of principal in the inverse order of maturity and shall not postpone the due dates of, or relieve the amounts of, any scheduled installment payments due hereunder. Any amounts prepaid hereunder may not be re-borrowed. For purposes of the preceding paragraph, the term Business Day shall mean any day other than a Saturday, Sunday or legal holiday or other day on which the Bank is authorized or required to close. Interest at the lesser of 12% per annum or the maximum lawful rate per annum shall be payable on the entire principal balance owing hereunder from and after the occurrence of and during the continuation of an Event of Default under the Loan Agreement (but only after the passage of any applicable grace period permitted for such Event of Default), irrespective of a declaration of maturity. The City to the extent permitted by law hereby waives presentment, demand, protest and notice of dishonor. This Bond is issued pursuant to (i) an Ordinance and a Resolution, both duly adopted by the City on March 18, 2010 (collectively, the "Bond Ordinance"), for the purpose of financing a portion of the costs of development of City property for City parks to be located on Collins Avenue and Sunny Isles Boulevard, financing architectural, engineering, environmental, legal and other planning costs related thereto, and paying costs of issuance of the bonds (the "Project"), and (ii) a Loan Agreement, dated of even date herewith, between the City and the Bank (the "Loan Agreement") and is subject to all the terms and conditions of the Loan Agreement. All terms, conditions and provisions of the Loan Agreement are by this reference thereto incorporated herein as a part of this Bond. Terms used herein in capitalized form and not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. The City has covenanted and agreed in the Loan Agreement to appropriate in its annual budget, by amendment, if necessary, from Non-Ad Valorem Revenues lawfully available in each A-3 {MI883440_2}