Mandatory Redemption Upon a Determination of Taxability. The Company will be obligated to redeem all outstanding Series 2007 Bonds, within 180 days after the Trustee receives notification that a “Determination of Taxability” (as defined in the Trust Agreement) has occurred, at 103% of the principal amount of the Series 2007 Bonds outstanding at the time of a Determination of Taxability plus accrued interest to the redemption date. EXHIBIT B FORM OF OPINION OF COUNSEL TO THE AUTHORITY [Letterhead of Xxxxx, Xxxxx & Xxxxxx] November 28, 2007 THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA Tucson, Arizona Re: The Industrial Development Authority of the County of Pima, Water and Wastewater Revenue Bonds (Global Water Resources LLC Project), Series 2007 Ladies and Gentlemen: We have acted as counsel to The Industrial Development Authority of the County of Pima (the “Authority”) in connection with the issuance and delivery of the above-captioned bonds (the “Bonds”). The Bonds are being issued pursuant to a Trust Indenture, dated as of December 1, 2006 (the “2006 Indenture”), between the Authority and U.S. Bank National Association (the “Trustee”), as supplemented by a First Supplemental Trust Indenture, dated as of November 1, 2007 (the “First Supplement” and, together with the 2006 Indenture, the “Indenture”), and are being sold pursuant to the Bond Purchase Agreement dated November 19, 2007 (the “Bond Purchase Agreement”), executed by the Authority, Global Water Resources LLC, a Delaware limited liability company (the “Borrower”) and Hutchinson, Xxxxxxx, Erley & Co. (the “Underwriter”). Capitalized terms used, and not otherwise defined, herein shall have the meanings set forth in the Indenture. We are members of the Arizona Bar and serve as general counsel to the Authority. In connection with the issuance on this date by the Authority of its Bonds, we have examined, among other things, the following:
Mandatory Redemption Upon a Determination of Taxability. Upon the occurrence of a Determination of Taxability, the Project Bonds are subject to mandatory redemption in whole at a redemption price equal to 100% of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Borrower, but in no event later than 45 days following receipt by the Trustee of notice of the Determination of Taxability. The occurrence of a Determination of Taxability with respect to the Project Bonds will not constitute an Event of Default under this Indenture. Within five Business Days after receipt by the Trustee of written notice of a Determination of Taxability, the Trustee shall give written notice thereof to the Holders of all Project Bonds then outstanding, as shown by the Register, and shall also give written notice to the Borrower, the Issuer and the Bank.
Mandatory Redemption Upon a Determination of Taxability. During a Weekly Interest Rate Period or a Term Interest Rate Period, as set forth in the Indenture, in the event of a prepayment pursuant to Section 7.3(b) of the Agreement as a result of a Determination of Taxability, the Authority Notes Outstanding on the date of the occurrence of the Determination of Taxability shall be redeemed in whole at any time within 30 days thereafter, at a redemption price of 100% of the principal amount thereof, without premium, plus accrued interest to the date of redemption. No redemption of the Authority Notes shall be made pursuant to any of the other provisions of the Indenture following a Determination of Taxability.
Mandatory Redemption Upon a Determination of Taxability. Upon the occurrence of a Determination of Taxability, as defined in the Indenture, the Project Bonds are subject to mandatory redemption in whole at a redemption price equal to 100% of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Borrower, but in no event later than 45 days following the Trustee's notification of the Determination of Taxability. The occurrence of a Determination of Taxability with respect to the Project Bonds will not constitute an Event of Default under the Indenture.
Mandatory Redemption Upon a Determination of Taxability. Prior to Conversion to the Taxable Weekly Rate and upon the occurrence of a Determination of Taxability, the Bonds are subject to mandatory redemption in whole from the proceeds of the Company paying advance installment purchase payments at a redemption price equal to one hundred percent (100%) of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Company, but in no event later than 90 days following the Trustee's being notified of or otherwise becoming aware of a Determination of Taxability.
Mandatory Redemption Upon a Determination of Taxability. The Series 2004 Bonds shall be redeemed, at a redemption price equal to 100% of the principal amount thereof, without premium, on the earliest practicable Interest Payment Date, upon written notice to the Company by the Trustee of the occurrence of a Determination of Taxability with respect to the Series 2004 Bonds. The Trustee shall give prompt written notice to the Company of the occurrence of any event of which the Trustee has knowledge which could reasonably be expected to give rise to a Determination of Taxability. The Series 2004 Bonds shall be redeemed, either in whole or in part, in such principal amount that, upon such redemption, the interest payable on the Series 2004 Bonds remaining outstanding after such redemption would not be so includable for federal income tax purposes in the gross income of the owners thereof.
Mandatory Redemption Upon a Determination of Taxability. In the event of a Determination of Taxability with respect to any Tax-Exempt Bond, all of the Tax-Exempt Bonds then Outstanding shall be called for redemption and payment on a redemption date established by the Corporation at a redemption price equal to the par value of the principal amount thereof, plus accrued interest to the redemption date (which redemption date shall not be earlier than 45 days or later than 120 days after the date of the Determination of Taxability).
Mandatory Redemption Upon a Determination of Taxability. Upon the occurrence of a Determination of Taxability with respect to the Series 1996 A Bonds, the Refunding Bonds are subject to mandatory redemption in whole at a redemption price equal to 100% of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Borrower, but in no event later than 45 days following receipt by the Trustee and Registrar of notice of the Determination of Taxability. The occurrence of a Determination of Taxability with respect to the Series 1996 A Bonds will not constitute an Event of Default under this Indenture. No increase in the interest payable with respect to the Series 1996 A Bonds will occur in the event a Determination of Taxability occurs. Within five Business Days after receipt by the Trustee of written notice of a Determination of Taxability, the Registrar shall give written notice thereof to the Holders of all Series 1996 A Bonds then outstanding, as shown by the Register, and shall also give written notice to the Borrower, the Issuer and the Bank.
Mandatory Redemption Upon a Determination of Taxability. Upon the occurrence of a Determination of Taxability, as defined in the Indenture, the Bonds are subject to mandatory redemption in whole at a redemption price equal to 100% of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Borrower, but in no event later than 45 days following the Trustee's notification of the Determination of Taxability. The occurrence of a Determination of Taxability with respect to the Bonds will not constitute an Event of Default under the Indenture. No increase in the interest payable with respect to the Bonds will occur in the event a Determination of Taxability occurs.
Mandatory Redemption Upon a Determination of Taxability. Upon the occurrence of a Determination of Taxability, as defined in the Indenture, with respect to the Series 1996 A Bonds, the Bonds are subject to mandatory redemption in whole at a redemption price equal to 100% of the outstanding principal amount thereof, plus interest accrued to the redemption date, at the earliest practicable date selected by the Trustee, after consultation with the Borrower, but in no event later than 45 days following the Trustee's notification of the Determination of Taxability. The occurrence of a Determination of Taxability with respect to the Bonds will not constitute an Event of Default under the Indenture. No increase in the interest payable with respect to the Bonds will occur in the event a Determination of Taxability occurs.
