Rental Payments. (a) The Company hereby covenants and agrees to pay base rental for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection. (b) The Company will also pay, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds. (c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable. (d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof. (e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, to the extent permitted by law, from the date when such payment was due, at the rate of interest borne by the Bonds.
Appears in 5 contracts
Samples: Lease Agreement (NuStar Energy L.P.), Lease Agreement (NuStar Energy L.P.), Lease Agreement (NuStar Energy L.P.)
Rental Payments. (a) The Company hereby accepts the lease of all the Trust Equipment, and covenants and agrees to pay base rental for the use accept delivery and occupancy possession hereunder of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the IndentureTrust Equipment; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby covenants and agrees to pay to the Trustee at the Principal Corporate Trust Office (or, in the case of taxes, to the proper taxing authority), in such coin or currency of the Trustee all payments United States of America as at the time of payment shall be legal tender for the payment of public and private debts, rental hereunder which shall be sufficient to pay and discharge the following items, when and as the same shall become due and payable by (whether or not any of such items shall become due and payable prior to the Company pursuant to this subsectionacceptance of delivery of any unit of the Trust Equipment).
(bA) The Company will also payshall pay to the Trustee, as additional renthereinafter provided, as advance rental hereunder, sums which in the aggregate shall be equal to the difference between the aggregate Cost of the Trust Equipment (other than Trust Equipment subjected hereto pursuant to Section 4.07) and the portion of such Cost to be provided out of the proceeds (excluding accrued interest, if any) of the sale of the Trust Certificates, the reasonable fees and expenses of the Issuer related to the issuance of the Bondsintention being that, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and when all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default Trust Equipment shall have been fully paidtransferred to the Trustee, and the Company shall have paid or shall pay to the Trustee, as advance rental hereunder, a sum equal to the amount by which the aggregate Cost of such Trust Equipment exceeds such proceeds of the sale of the Trust Certificates. The Company agrees to pay such advance rental as follows:
(1) at the time of issue of any Trust Certificate pursuant to Section 2.01 a sum which, when added to the proceeds of the sale of such Trust Certificate deposited with or to the credit of the Trustee, will make the total sum deposited equal to the principal amount of such Trust Certificate; and
(2) upon delivery of any such Trust Equipment, a sum equal to the portion of the Cost of such delivered Trust Equipment not paid out of Deposited Cash as provided for in Section 3.02, but not less than __% of such Cost.
(B) In Addition to such advance rental the Company shall pay to the Trustee, as rental for the Trust Equipment (notwithstanding that any of the Trust Certificates shall have been acquired by the Company or shall not have been presented for payment), the following:
(1) from time to time upon demand of the Trustee, (a) the reasonable expenses of the trust hereby created, including, without limitation, reasonable compensation to the Trustee and all expenses provided for herein, and (b) an
(2) from time to time upon demand of the Trustee, any and all taxes, assessments, and governmental charges which the Trustee as such may be required to pay, including, without limitation, all taxes, assessments and governmental charges upon or on account of the income or property of the Trust, or upon or on account of this Agreement;
(a) the amounts of interest payable on the Trust Certificates, when and as the same with shall become payable, and (b) interest thereonat the Penalty Rate from the due date, upon the amount of any installments of rental payable in respect of the principal of and interest on the Trust Certificates which shall not be paid when due, to the extent permitted legally enforceable; and
(4) the principal of the Trust Certificates, when and as the same shall become payable, whether upon the date of maturity thereof or by lawdeclaration or otherwise. Nothing contained herein or in the Trust Certificates shall be deemed to impose on the Trustee or on the Company any obligation to pay to the registered holder of any Trust Certificate any tax, assessment or governmental charge required by any present or future law of the United States of America, or of any state, county, municipality or other taxing authority thereof, to be paid on behalf of, or withheld from the date when such payment was dueamount payable to, at the rate holder of interest borne any Trust Certificate. The Company shall not be required to pay any tax, assessment or governmental charge so long as it shall in good faith and by appropriate legal proceedings contest the validity thereof; provided, however, that in the judgment of the Trustee and as set forth in an Opinion of Counsel which shall have been furnished to the Trustee by the BondsCompany, the rights or interests of the Trustee or of the holders of the Trust Certificates will not be endangered thereby.
Appears in 2 contracts
Samples: Equipment Trust Agreement (Union Tank Car Co), Equipment Trust Agreement (Union Tank Car Co)
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental As rent for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee, as assignee and pledgee of and for the account of the Issuer, for deposit in the Bond Fund, amounts sufficient, together with other moneys held by the Trustee under the Indenture and available therefor, to pay the principal of, and the redemption premium (if any) and the interest on, the Bonds as the same become due pursuant to the terms of the Indenture, as follows:
(i) On or prior to each date upon which interest on the Bonds is payable under the Indenture, a sum which will be equal to the interest on the Bonds coming due on such dates;
(ii) On or prior to any redemption date for the Bonds, a sum equal to the principal of, and the redemption premium (if any) and the interest on, the Bonds which are to be redeemed on such date; and
(iii) On or prior to June 1, 2028, a sum which will be equal to the principal amount of the Bonds coming due on such date. If the Company defaults in any payment required by this paragraph (a), the Company will pay interest (to the extent allowed by law) on such amount until paid at the Principal Office of rate provided for in the Trustee all payments payable by the Company pursuant to this subsectionBonds.
(b) The In furtherance of the foregoing, so long as any Bonds are outstanding the Company will also pay, as additional rentpay all amounts required to prevent any deficiency by an act or failure to act by the Trustee, the reasonable fees and expenses of Company, the Issuer related to Issuer, the issuance of the Bonds, payable on the date of issuance of the BondsTender Agent or any other person.
(c) The Company will also pay, as additional rent, : (i) the reasonable fees and expenses of the Trustee under for rendering Ordinary Services and the Indenture and all other amounts which may be payable to Ordinary Expenses of the Trustee and any Paying Agents under Section 10.02 of the Indenture, such amounts fees and expenses to be paid directly to the Trustee or Paying Agents for the Trustee’s own account their respective accounts as and when such amounts fees and expenses become due and payable, (ii) any fees for Extraordinary Services and the Extraordinary Expenses of the Trustee and (iii) any expenses in connection with any redemption of the Bonds. The Company may, without constituting grounds for an Event of Default hereunder, withhold payment of any fees for Ordinary Services and Extraordinary Services and Ordinary Expenses and Extraordinary Expenses to contest in good faith the necessity of the same or to contest in good faith the necessity for any services performed and expenses paid or incurred by any Paying Agent.
(d) In addition to the payments required to be made by the Company pursuant to paragraph (a) above, the Company shall pay to the Trustee amounts sufficient to pay the purchase price of any Bonds which the Company purchases pursuant to Section 3.03 of the Indenture. All such payments shall be made to the Trustee at its principal corporate trust office or to the Tender Agent at its principal office, as the case may be, in lawful money of the United States of America.
(e) The Company will also pay, on or prior to each day on which a payment of purchase price of a Bond which has been tendered shall become due, an amount which will enable the Trustee or the Tender Agent, as additional rentthe case may be, any amounts due and payable under Section 4.05 hereofto make such payment in full in a timely manner.
(f) The Company need not pay any amount paid to Bondholders from the proceeds of a draw on the Letter of Credit or any Alternate Credit Facility.
(g) The Company need not pay any amount required to be paid by paragraphs (d) and (e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, above to the extent permitted by law, of any amount paid to Bondholders from the date when such payment was due, at proceeds of a remarketing of Bonds in accordance with Section 3.04 of the rate of interest borne by the BondsIndenture.
Appears in 2 contracts
Samples: Lease Agreement (Meadwestvaco Corp), Lease Agreement (Mead Corp)
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental for Commencing on the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if anyRental Commencement Date, and interest on continuing thereafter throughout the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the IndentureLease Term, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company Tenant hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection.
(b) The Company will also pay, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts Rent due and payable under Section 4.05 hereof.
this Lease. As used in this Lease, the term "Rent" shall mean the Base Rental, Tenant's Forecast Additional Rental, Tenant's Additional Rental, and any other amounts that Tenant assumes or agrees to pay under the provisions of this Lease that are owed to Landlord, including without limitation any and all other sums that may become due by reason of any default of Tenant or failure on Tenant's part to comply with the agreements, terms, covenants and conditions of this Lease to be performed by Tenant. Base Rental together with Tenant's Forecast Additional Rental shall be due and payable in twelve (e12) In equal installments on the event first day of each calendar month, commencing on the Company should fail Rental Commencement Date and continuing thereafter throughout the Lease Term and any extensions or renewals thereof, and Tenant hereby agrees to make pay such Rent to Landlord at Landlord's address as provided herein (or such other address as may be designated by Landlord from time to time) monthly in advance. Tenant shall pay all Rent and other sums of money as shall become due from and payable by Tenant to Landlord under this Lease at the times and in the manner provided in this Lease, without demand, set-off or counterclaim, except as otherwise provided herein. If for any reason services to at least 10% of the rental payments required in this Section 4.02Demised Premises, the item which are provided by, through or installment so in default shall continue under Landlord are interrupted other than as an obligation a result of the Company until actions of Tenant or its employees, contractors, agents and invitees, such interruption of services is of a nature that it materially interferes with Tenant's use, occupancy and enjoyment of the amount in default shall have been fully paidDemised Premises or the portion thereof, as applicable, and the Company agrees to pay provision of such service (and the same with interest thereoninterruption thereof) is within the reasonable control of Landlord, then if such interruption lasts in excess of eight (8) consecutive business days after receipt by Landlord of written notice from Tenant, Tenant may xxxxx payments of its Rent for the portion of the Demised Premises in question after said eighth (8th) consecutive business day until such service is once again provided to the extent permitted by lawportion of the Demised Premises in question at a level which does not materially interfere with Tenant's use, from occupancy and enjoyment of the date when such payment was due, at portion of the rate of interest borne by the BondsDemised Premises in question.
Appears in 2 contracts
Samples: Lease Agreement (TSW International Inc), Lease Agreement (Indus International)
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental for Commencing on the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if anyRental Commencement Date, and interest on continuing thereafter throughout the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the IndentureLease Term, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company Tenant hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection.
(b) The Company will also pay, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts Rent due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any of the rental payments required this Lease. As used in this Section 4.02Lease, the item or installment so in default term "Rent" shall continue as an obligation of mean the Company until the amount in default shall have been fully paidBase Rental, Rental Adjustment, Tenant's Forecast Additional Rental, Tenant's Additional Rental, and the Company any other amounts that Tenant assumes or agrees to pay under the same provisions of this Lease that are owed to Landlord, including, without limitation, any and all other sums that may become due by reason of any default of Tenant or failure on Tenant's part to comply with interest thereonthe agreements, terms, covenants and conditions of this Lease to be performed by Tenant. Base Rental, together with Tenant's Forecast Additional Rental, shall be due and payable in twelve (12) equal installments on the extent permitted first day of each calendar month, commencing on the Rental Commencement Date and continuing thereafter throughout the Lease Term and any extensions or renewals thereof. Tenant hereby agrees to pay such Rent to Landlord at Landlord's address as provided herein (or such other address as may be designated by law, Landlord from the date when such payment was due, time to time) monthly in advance. Tenant shall pay all Rent and other sums of money as shall become due from and payable by Tenant to Landlord under this Lease at the rate of interest borne by times and in the Bondsmanner provided in this Lease, without demand, set-off or counterclaim, except as specifically set forth in this Lease.
Appears in 2 contracts
Samples: Lease Agreement (Healtheon Corp), Lease Agreement (Healtheon Corp)
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental for Commencing on the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if anyRental Commencement Date, and interest on continuing thereafter throughout the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the IndentureLease Term, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company Tenant hereby agrees to pay all Rent due and payable under this Lease. As used in this Lease, the term "Rent" shall mean the Base Rental, Tenant's Forecast Additional Rental, Tenant's Additional Rental, and any other amounts that Tenant assumes or agrees to pay under the provisions of this Lease that are owed to Landlord, including without limitation any and all other sums that may become due by reason of any default of Tenant or failure on Tenant's part to comply with the agreements, terms, covenants and conditions of this Lease to be performed by Tenant. Base Rental together with Tenant's Forecast Additional Rental shall be due and payable in twelve (12) equal installments on the first day of each calendar month, commencing on the Rental Commencement Date and continuing thereafter throughout the Lease Term and any extensions or renewals thereof, and Tenant hereby agrees to pay such Rent to Landlord at Landlord's address as provided herein ( or such other address as may be designated by Landlord from time to time) monthly in advance. Tenant shall pay all Rent and other sums of money as shall become due from and payable by Tenant to Landlord under this Lease at the times and in the manner provided in this Lease, without demand, set-off or counterclaim, except as otherwise provided herein. If for any reason services to ATLOI/IO756990v6 at least 10% of the Demised Premises, which are provided by, through or under Landlord are interrupted other than as a result of the actions of Tenant or its employees, contractors, agents and invitees, such interruption of services is of a nature that it materially interferes with Tenant's use, occupancy and enjoyment of the Demised Premises or the portion thereof, as applicable, and the provision of such service (and the interruption thereof) is within the reasonable control of Landlord, then if such interruption lasts in excess of eight (8) consecutive business days after receipt by Landlord of written notice from Tenant, Tenant may xxxxx payments of its Rent for the portion of the Demised Premises in question after said eighth (8th) consecutive business day until such service is once again provided to the Trustee at the Principal Office portion of the Trustee all payments payable by Demised Premises in question at a level which does not materially interfere with Tenant's use, occupancy and enjoyment of the Company pursuant to this subsectionportion of the Demised Premises in question.
(b) The Company will also payIf the Rental Commencement Date is other than the first day of a calendar month or if this Lease terminates on other than the last day of a calendar month, as additional rentthen the installments of Base Rental and Tenant's Forecast Additional Rental for such month or months shall be prorated on a daily basis and the installment or installments so prorated shall be paid in advance. Also, if the Rental Commencement Date occurs during a calendar year, or if this Lease expires or is terminated during a calendar year, Tenant's Additional Rental shall be determined by reference to Operating Expenses for said calendar year multiplied by a fraction, the reasonable fees and expenses numerator of which shall be the number of days of the Issuer related to Lease Term during the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paidsaid calendar year, and the Company agrees denominator of which shall be 365, and, in the case of the termination year the calculation described in Article 8 hereof shall be made as soon as possible after the expiration or termination of this Lease, Landlord and Tenant hereby agreeing that the provisions relating to pay said calculation shall survive the same with interest thereon, to the extent permitted by law, from the date when such payment was due, at the rate expiration or termination of interest borne by the Bondsthis Lease.
Appears in 1 contract
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental As rent for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee, as assignee and pledgee of and for the account of the Issuer, for deposit in the Bond Fund, amounts sufficient, together with other moneys held by the Trustee under the Indenture and available therefor, to pay the principal of, and the redemption premium (if any) and the interest on, the Bonds as the same become due pursuant to the terms of the Indenture, as follows:
(i) On or prior to each date upon which interest on the Bonds is payable under the Indenture, a sum which will be equal to the interest on the Bonds coming due on such dates;
(ii) On or prior to any redemption date for the Bonds, a sum equal to the principal of, and the redemption premium (if any) and the interest on, the Bonds which are to be redeemed on such date; and
(iii) On or prior to December 1, 2023, a sum which will be equal to the principal amount of the Bonds coming due on such date. If the Company defaults in any payment required by this paragraph (a), the Company will pay interest (to the extent allowed by law) on such amount until paid at the Principal Office of rate provided for in the Trustee all payments payable by the Company pursuant to this subsectionBonds.
(b) The In furtherance of the foregoing, so long as any Bonds are outstanding the Company will also pay, as additional rentpay all amounts required to prevent any deficiency by an act or failure to act by the Trustee, the reasonable fees and expenses of Company, the Issuer related to Issuer, the issuance of the Bonds, payable on the date of issuance of the BondsTender Agent or any other person.
(c) The Company will also pay, as additional rent, : (i) the reasonable fees and expenses of the Trustee under for rendering Ordinary Services and the Indenture and all other amounts which may be payable to Ordinary Expenses of the Trustee and any Paying Agents under Section 10.02 of the Indenture, such amounts fees and expenses to be paid directly to the Trustee or Paying Agents for the Trustee’s own account their respective accounts as and when such amounts fees and expenses become due and payable, (ii) any fees for Extraordinary Services and the Extraordinary Expenses of the Trustee and (iii) any expenses in connection with any redemption of the Bonds. The Company may, without constituting grounds for an Event of Default hereunder, withhold payment of any fees for Ordinary Services and Extraordinary Services and Ordinary Expenses and Extraordinary Expenses to contest in good faith the necessity of the same or to contest in good faith the necessity for any services performed and expenses paid or incurred by any Paying Agent.
(d) In addition to the payments required to be made by the Company pursuant to paragraph (a) above, the Company shall have the option to pay to the Trustee amounts sufficient to pay the purchase price of any Bonds which the Company has the option to purchase in lieu of redemption pursuant to Section 8.07 of the Indenture. All such payments shall be made to the Trustee at its principal corporate trust office or to the Tender Agent at its principal office, as the case may be, in lawful money of the United States of America.
(e) The Company will also pay, on or prior to each day on which a payment of purchase price of a Bond which has been tendered shall become due, an amount which will enable the Trustee or the Tender Agent, as additional rentthe case may be, any amounts due and payable under Section 4.05 hereofto make such payment in full in a timely manner.
(f) The Company need not pay any amount paid to Bondholders from the proceeds of a draw on the Letter of Credit or any Alternate Credit Facility.
(g) The Company need not pay any amount required to be paid by paragraphs (d) and (e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, above to the extent permitted by law, of any amount paid to Bondholders from the date when such payment was due, at proceeds of a remarketing of Bonds in accordance with Section 3.02 of the rate of interest borne by the BondsIndenture.
Appears in 1 contract
Samples: Lease Agreement (Mead Corp)
Rental Payments. (a) The Company hereby covenants Beginning before the Commencement Date and continuing throughout the Lease Term, Tenant agrees to pay base the Rent due and payable under this Lease. The Rent shall be due and payable on those due dates and in the installment amounts as shown on the attached Exhibit “A” and as set forth in Paragraph 1(i).
(b) Tenant may make rental for the use and occupancy payments in excess of the Projectamount due at any installment date, as follows: on or before any Interest Payment Date for and such advance payment shall be credited towards the Bonds or any other date that any payment next installment amount due.
(c) Rent installment payments which are more than ten (10) days past due shall incur a late fee of interest, premium, if any, or principal or Purchase Price is required to be made in respect five percent (5%) of the Bonds pursuant to the Indenturetotal installment amount then outstanding, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby Landlord agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection.
(b) The Company will also pay, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, accept any such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become past due and payableamounts.
(d) The Company will also payPayments made by Tenant to Landlord pursuant to this Lease, shall be applied as additional rentfollows and in the following order and notwithstanding any Tenant correspondence or notation regarding the same: (i) towards any attorneys fees and collection costs incurred by Landlord to compel Tenant’s compliance with the terms of this Lease; (ii) towards any fines levied by Landlord pursuant to Paragraph 24(c) below; (iii) towards costs incurred by Landlord to repair any damages to the Premises caused by Tenant pursuant to Paragraph 8(g) below or to pay for any other cost expressly assigned to Tenant pursuant to the terms of this Lease; (iv) towards any late fees payable to Landlord pursuant to subsection (c) above; and, any amounts due and payable under Section 4.05 hereof(v) towards the payment of Rent.
(e) For the purposes of Paragraphs 7(e) and 7(f) of this Lease (i.e., property taxes and property insurance), Landlord and Tenant have determined the Rent on the assumption that each such expense may increase by no more than 3% in each successive period that the tax or expense is regularly assessed. In the event the Company should fail to make any applicable expense increases by more than 3% in each successive period, Tenant (and not Landlord) shall be responsible for the additional charges incurred by Landlord on account of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paidsaid expenses, and the Company Tenant agrees to pay all such amounts to Landlord within thirty (30) days of written notice by Landlord, which notice shall include supporting evidence of the same with interest thereon, to the extent permitted by law, from the date when such payment was due, at the rate of interest borne by the Bondsexpense in question.
Appears in 1 contract
Samples: Lease Agreement
Rental Payments. (a) The Company hereby covenants and agrees to pay base rental for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider (if any) to the Trustee under the Credit FacilityFacility (if any) or by the Confirming Bank (if any) under the Confirming Letter of Credit (if any). While the Bonds bear interest at a Bank Rate, each of the Company and ITT Holdings LLC agrees to pay (or cause to pay) the Purchase Price on the Bonds when due pursuant to Sections 4.01 and 4.02 of the Indenture. It is understood and agreed that all rental payments payable by or on behalf of the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Each of the Company and ITT Holdings LLC assents to such assignment. The Issuer hereby directs the Company and ITT Holdings LLC and the Company and ITT Holdings LLC hereby agrees agree, to pay to the Trustee at the Principal Office of the Trustee all payments payable by or on behalf of the Company and/or ITT Holdings LLC pursuant to this subsection.
(b) The Each of the Company and ITT Holdings LLC agrees that it will also pay:
(i) on or before the effective date of this Agreement, the sum of $25,000 for its closing fee. The Company shall also pay all of the Issuer’s reasonable actual out-of-pocket expenses and costs of issuance in connection with the Bonds. In the event the Company should fail to pay such administrative expenses then due, the payment shall continue as additional rentan obligation of the Company until the amount shall have been fully paid, and the company agrees to pay the same with interest thereon (to the extent legally enforceable) at a rate per annum equal to the interest rate in effect from time to time on the Bonds, until paid; and
(ii) the reasonable fees and expenses of such accountants, consultants, attorneys and other experts as may be engaged by the Issuer related Issuer, the Administrative Agent or the Trustee to prepare such audits, financial statements or opinions or provide such other services as are reasonably required under this Agreement, the Indenture or the Tax Regulatory Agreement; and
(iii) all taxes and assessments of any type or character charged to the issuance Issuer, the Administrative Agent or to the Trustee affecting the amount available to the Issuer, the Administrative Agent or the Trustee from payments to be received hereunder or in any way arising due to the transactions contemplated hereby (including taxes and assessments assessed or levied by any public agency or governmental authority of whatever character having power to levy taxes or assessments) but excluding any taxes based upon the capital and/or income of the BondsTrustee, payable on the date Administrative Agent or any other person other than the Company; provided, however, that the Company shall have the right to protest any such taxes or assessments assessed or levied upon them and that the Company shall have the right to withhold payment of issuance any such taxes or assessments pending disposition of any such protest or contest unless such withholding, protest or contest would materially adversely affect the rights or interests of the BondsIssuer, the Administrative Agent or the Trustee. The forgoing payments shall be billed to the Company and/or ITT Holdings LLC by the Issuer, the Administrative Agent or the Trustee from time to time, together with (x) a statement executed by a duly authorized officer or agent of the Issuer, the Administrative Agent or the Trustee, as the case may be, certifying that the amount billed has been incurred or paid by the Issuer, the Administrative Agent or the Trustee for one or more of the above items, and (y) a copy of the invoice or statement for the amount so incurred or paid. Amounts so billed shall be paid by the Company and ITT Holdings LLC within thirty (30) days after receipt of the bxxx by the Company or ITT Holdings LLC unless, in the case of expenditures described under clause (iii) above, the Company or ITT Holdings LLC is contesting such amounts in good faith.
(c) The Each of the Company and ITT Holdings LLC will also pay, as additional rent, pay the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Each of the Company will also payand ITT Holdings LLC covenants, for the benefit of the Owners of the Bonds, to pay or cause to be paid, to the Trustee, such amounts as additional rentshall be necessary to enable the Trustee to pay the Purchase Price of Bonds delivered to it for purchase, all as more particularly described in Sections 4.01 and 4.02 of the Indenture; provided, however, that the obligation of the Company and ITT Holdings LLC to make any amounts due such payment under this Section 4.02(d) shall be reduced by the amount of moneys available for such payment described in Section 4.03(a) of the Indenture; and payable provided, further, that the obligation of the Company and ITT Holdings LLC to make any payment under Section 4.05 hereofthis subsection (d) shall be deemed to be satisfied and discharged to the extent of the corresponding payment made by a Credit Provider (if any) under a Credit Facility (if any) or by the Confirming Bank (if any) under the Confirming Letter of Credit (if any).
(e) The Company shall promptly notify the Owners and any Prior Owners of any Determination of Taxability. Each of the Company and ITT Holdings LLC covenants, for the benefit of the Owners of the Bonds, to pay or cause to be paid to the Trustee when due any other amounts payable under the Bonds, including, but not limited to the following while the Bonds bear interest at a Bank Rate:
(i) In the event of a Determination of Taxability (as defined in the Indenture), and upon demand of the Owner or any prior Owner, the Company should fail and ITT Holdings LLC shall pay or cause to make any of be paid to the rental payments required in this Section 4.02, Trustee such additional amount as shall be necessary to provide that interest on the item or installment so in default shall continue as an obligation of the Company until the amount in default Bonds shall have been fully paid, and payable at the Company agrees to pay Taxable Adjusted LIBOR Rate (as defined in the same with interest thereon, to the extent permitted by law, Indenture) from the date when such payment was due, at Date of Taxability (as defined in the rate Indenture). The Company shall promptly notify the Owners and any Prior Owners of interest borne by the Bondsany Determination of Taxability.
Appears in 1 contract
Rental Payments. In consideration of the leasing of the Leased Facilities to Lessee,the transfer of the Operating Assets and Existing Operations and performance and discharge of all other obligations hereunder, Lessee shall make the following rental payments, effective as of the Commencement Date. 8 Xxxxx Memorial Hospital Corporation EIN:00-0000000 (a) The Company hereby covenants and agrees to Base Rental. Lessee shall pay base rental for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made Authority annual rent of$2,500,000.00 payable monthly in accordance with the Indenture, 1/12th installments in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee order to pay the amount payable on such date costs and expenses incurred or to be incurred by the Authority for ensuring the maintenance and operations of the System (including, without limitation, performance of audits, compliance with laws and fulfilling the Authority's obligations under the Lessor's Pension Plan). Effective as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, the first day of the second Lease Year,and interest on the Bonds as provided first day of each Lease Year thereafter during the term of this Agreement, the annual rental payable by Lessee hereunder will increase by an amount equal to the percentage increase in the Indenture; providedIndex for the calendar month that is two(2) months prior to the first day of the applicable Lease Year, as compared to the Index for the calendar month that is two (2) months prior to the Commencement Date, multiplied by $2,500,000;provided, however, that ,in no event will the obligation annual rental payable hereunder for any Lease Year increase by more than three percent(3%)over the annual rental payable with respect to the immediately preceding Lease Year. If the Bureau of Labor Statistics should discontinue the publication of the Company Index,or publish the same less frequently,or alter the same in some manner,then the Authority and Lessee shall agree upon a substitute index or substitute procedure that reasonably reflects and monitors consumer prices. The Authority shall provide to make any the Lessee and the Counties,a budget of the anticipated bona fide operating costs and expenses in each Lease Year prior to the payment of the annual base rental payment hereunder amount Such bona fide operating costs and expenses shall be deemed satisfied based on good faith estimates of third parties and discharged prior budgets. They shall include but not limited to the extent accounting and legal costs,consultants for oversight and compliance under this Agreement, staffing,internal auditors, expenditures for meetings,production of reports and administration of the corresponding payment made by the Credit Provider to the Trustee Authority's duties under the Credit FacilityAct and this Agreement. It is understood In each Lease Year,the Authority shall apply the xxx»al rent in the following order of priority:
(1) to pay its bona fide operating costs and agreed that all expenses actually incurred;(2)to pay any obligations relating to Lessor's Pension Plan; and(3)to promptly refund to Lessee any amounts rining and not allocated for payments described in clauses(1)or(2)solely for the purpose of providing indigent and charity care as required hereunder. The Authority shall provide to Lessee an accounting of annual rent received and its application at the end of each Lease Year. The Authority shall not accumulate any excess funds from the base rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsectionin any Lease Year.
(b) The Company will also pay, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, to the extent permitted by law, from the date when such payment was due, at the rate of interest borne by the Bonds.
Appears in 1 contract
Samples: Lease and Transfer Agreement
Rental Payments. (a) The One day prior to the first Business Day of each month beginning on the first Business Day of February, 1998, and in each year thereafter until payment in full of the Bonds, the Company hereby covenants and agrees shall pay or cause to pay base rental be paid to the Trustee for the use and occupancy of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee Issuer as rent a sum equal to pay the amount payable on each such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, prior to maturity) and interest on the Bonds Bonds, as provided in the Indenture; provided. Each rental payment under this Section shall be sufficient to pay the total amount of principal (whether at maturity or upon redemption prior to maturity) and interest payable on such payment date, howeverand if at any payment date the balance in the Bond Fund is insufficient to make required payments of principal and interest on such date, that the obligation of the Company to make shall forthwith pay any rental payment hereunder shall such deficiency. Such payments may be deemed satisfied and discharged to the extent of the corresponding payment made applied by the Trustee to reimburse the Credit Provider Facility Issuer if funds for such payment or redemption are obtained or are to the Trustee be obtained pursuant to a draw under the Credit Facility. It is understood and agreed that all rental payments payable On or by the Company under subsection (a) third Business Day before the first Business Day of this Section 4.02 are assigned by each month the Issuer to Company's payment has not been received, the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company Trustee, in accordance with Section 5.2(d) of the Indenture, to give telephonic and written notice to the Company hereby of the upcoming rental payment date. Anything herein to the contrary notwithstanding, any amount at any time held by the Trustee in the Bond Fund shall be credited against the next succeeding rental payment and such credit shall reduce the payment to be then made by the Company; and further, if the amount held by the Trustee in the Bond Fund should be sufficient to pay at the times required the principal of and interest on all Bonds then remaining unpaid, the Company shall not be obligated to make any further rental payments under the provisions of this Section.
(b) As additional rent, the Company agrees to pay to the Trustee at and the Principal Office Credit Facility Trustee until the Bonds are paid in full, (i) an amount equal to the aggregate annual fee of the Trustee all payments payable by and the Company pursuant to this subsection.
Credit Facility Trustee which is $3,500 for the ordinary services of the Trustee rendered and its ordinary expenses incurred under the Indenture, (bii) The Company will also pay, as additional rent, the reasonable fees and expenses charges of the Issuer related to Trustee and any other paying agent for acting as paying agent and as Bond Registrar as and when the issuance of the Bondssame become due, payable on the date of issuance of the Bonds.
and (ciii) The Company will also pay, as additional rent, the reasonable fees and expenses charges of the Trustee for extraordinary services rendered by it and extraordinary expenses incurred by it under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts the same become due and payable.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In the event due. If the Company should fail to make any of the rental payments required in this Section 4.02paragraph, the item or installment so in default shall continue as an obligation of the Company until the amount in default same shall have been fully paid, and the Company agrees to pay the same with interest thereon, to the extent permitted by law, from the date when such payment was duelegally enforceable, at the rate of interest borne by the BondsOverdue Rate until paid.
Appears in 1 contract
Samples: Lease Agreement (Laralev Inc)
Rental Payments. (a) The Company hereby accepts the lease of all the Trust Equipment, and covenants and agrees to pay base rental for the use accept delivery and occupancy possession hereunder of the Project, as follows: on or before any Interest Payment Date for the Bonds or any other date that any payment of interest, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, and interest on the Bonds as provided in the IndentureTrust Equipment; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby covenants and agrees to pay to the Trustee at the Principal Corporate Trust Office (or, in the case of taxes, to the proper taxing authority), in such coin or currency of the Trustee all payments United States of America as at the time of payment shall be legal tender for the payment of public and private debts, rental hereunder which shall be sufficient to pay and discharge the following items, when and as the same shall become due and payable by (whether or not any of such items shall become due and payable prior to the Company pursuant to this subsectionacceptance of delivery of any unit of the Trust Equipment).
(bA) The Company will also payshall pay to the Trustee, as additional renthereinafter provided, as advance rental hereunder, sums which in the aggregate shall be equal to the difference between the aggregate Cost of the Trust Equipment (other than Trust Equipment subjected hereto pursuant to Section 4.07) and the portion of such Cost to be provided out of the proceeds (excluding accrued interest, if any) of the sale of the Trust Certificates, the reasonable fees and expenses of the Issuer related to the issuance of the Bondsintention being that, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and when all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee for the Trustee’s own account as and when such amounts become due and payable.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default Trust Equipment shall have been fully paidtransferred to the Trustee, and the Company shall have paid or shall pay to the Trustee, as advance rental hereunder, a sum equal to the amount by which the aggregate Cost of such Trust Equipment exceeds such proceeds of the sale of the Trust Certificates. The Company agrees to pay such advance rental as follows:
(1) at the time of issue of any Trust Certificate pursuant to Section 2.01 a sum which, when added to the proceeds of the sale of such Trust Certificate deposited with or to the credit of the Trustee, will make the total sum deposited equal to the principal amount of such Trust Certificate; and
(2) upon delivery of any such Trust Equipment, a sum equal to the portion of the Cost of such delivered Trust Equipment not paid out of Deposited Cash as provided for in Section 3.02, but not less than 25% of such Cost.
(B) In addition to such advance rental the Company shall pay to the Trustee, as rental for the Trust Equipment (notwithstanding that any of the Trust Certificates shall have been acquired by the Company or shall not have been presented for payment), the following:
(1) from time to time upon demand of the Trustee, (a) the reasonable expenses of the trust hereby created, including, without limitation, reasonable compensation to the Trustee and all expenses provided for herein, and (b) an
(2) from time to time upon demand of the Trustee, any and all taxes, assessments, and governmental charges which the Trustee as such may be required to pay, including, without limitation, all taxes, assessments and governmental charges upon or on account of the income or property of the Trust, or upon or on account of this Agreement;
(a) the amounts of interest payable on the Trust Certificates, when and as the same with shall become payable, and (b) interest thereonat the Penalty Rate from the due date, upon the amount of any installments of rental payable in respect of the principal of and interest on the Trust Certificates which shall not be paid when due, to the extent permitted legally enforceable; and
(4) the principal of the Trust Certificates, when and as the same shall become payable, whether upon the date of maturity thereof or by lawdeclaration or otherwise. Nothing contained herein or in the Trust Certificates shall be deemed to impose on the Trustee or on the Company any obligation to pay to the registered holder of any Trust Certificate any tax, assessment or governmental charge required by any present or future law of the United States of America, or of any state, county, municipality or other taxing authority thereof, to be paid on behalf of, or withheld from the date when such payment was dueamount payable to, at the rate holder of interest borne any Trust Certificate. The Company shall not be required to pay any tax, assessment or governmental charge so long as it shall in good faith and by appropriate legal proceedings contest the validity thereof; provided, however, that in the judgment of the Trustee and as set forth in an Opinion of Counsel which shall have been furnished to the Trustee by the BondsCompany, the rights or interests of the Trustee or of the holders of the Trust Certificates will not be endangered thereby.
Appears in 1 contract
Rental Payments. (a) The Company hereby Lessee covenants and agrees to pay base rental for the use and occupancy make Rental Payments, exclusively from legally available funds, in lawful money of the ProjectUnited States of America, to the Lessor at its corporate trust office or such other office as follows: the Lessor shall designate during the Initial Term and each Renewal Term, in the amounts and on or before any Interest each Certificate Payment Date for the Bonds set forth in Schedule 4 hereto (or on any other date that any payment of interest, premium, if any, or principal or Purchase Price a Rental Payment is required to be made in due with respect of the Bonds pursuant to the Indenture, until the principal of, premium, if any, and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture, in immediately available funds, a sum which, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (Facilities whether at maturity stated maturity, upon prepayment or upon redemption or declaration of acceleration or otherwise), premium, if any, and interest in funds which will be immediately available to the Lessor in the applicable subaccount of the Certificate Fund on the Bonds as due dates. Each Rental Payment shall be in consideration for the use of the Facilities by the Lessee for the period from the effective date of this Lease or the immediately preceding Rental Payment Date. All Rental Payments provided for in this Section shall be paid by the Lessee directly to the Lessor and shall be deposited in accordance with the provisions of the Indenture into the applicable subaccount of the Certificate Fund. The amounts deposited in the Certificate Fund shall be used and applied by the Lessor in the manner and for the purposes set forth in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged to the extent of the corresponding payment made by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection.
(b) The Company will also payThere shall be credited against Rental Payments (a) any amount held in the Certificate Fund on each Rental Payment Date, as additional rent, including the reasonable fees and expenses portion of the Issuer related to the issuance proceeds of the Bonds, payable sale of the Certificates which is deposited in the Certificate Fund; and (b) on the date of issuance Rental Payment Date next preceding the Certificate Payment Date on which the final payments of the BondsPrincipal Component and Interest Components represented by the Certificates are to be paid, any amount to be transferred into the applicable subaccount of the Certificate Fund in accordance with Section 605 of the Indenture.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses A portion of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts each Rental Payment is to be paid directly as, and represents the payment of, interest on an obligation of the Lessee (the “Interest Component”), and Schedule 4 attached hereto sets forth the Interest Component of each Rental Payment during the Lease Term. The Rental Payments and Option Purchase Price are to be recalculated and the Lessee understands that the Rental Payment Schedule on Schedule 4 shall be revised from time to time in the event of a partial prepayment of Certificates (other than any mandatory prepayments pursuant to the Trustee for Indenture). The Lessee hereby agrees to pay the Trustee’s own account Rental Payments in accordance with the Rental Payment Schedule attached as and when Schedule 4 as it may be revised from time to time by such amounts become due as are necessary to reflect the prepayment of the Principal Component represented by certain Certificates. Each Rental Payment shall be applied first as a payment of the Interest Component and payablethen as a payment of the Principal Component and reduction of the Option Purchase Price as shown on Schedule 4.
(d) The Company will also pay, as additional rent, any amounts due and payable under Section 4.05 hereof.
(e) In If the event the Company should fail Lessee fails to make any portion of the rental payments required in Rental Payments which are due under this Section 4.02Lease, the item or installment so in default shall continue as an obligation of Lessee will immediately quit and vacate the Company until the amount in default shall have been fully paidFacilities, and the Company agrees Rental Payments (except for Rental Payments which have been theretofore appropriated and then available for such purpose) shall thereupon cease, it being understood between the parties that neither the Lessee nor any agency or political subdivision thereof is obligated to make any Rental Payments which are due to the Lessor or the Option Purchase Price under this Lease except as provided herein. Should the Lessee fail to pay any portion of the same required Rental Payments or Additional Payments and then fail to immediately quit and vacate the Facilities, the Lessor in accordance with interest thereonthe Indenture may immediately bring legal action to evict the Lessee from the Facilities (and the Lessee shall, to the extent permitted by law, from pay as damages for its failure to quit and vacate the date when Facilities upon termination of the then current term of this Lease in violation of the terms of this Lease an amount equal to the Rental Payments and Additional Payments otherwise payable during such payment was dueterm prorated on a daily basis) and commence proceedings to exercise available rights and remedies under this Lease or the Base Lease. No judgment may be entered against the Lessee for failure to make any Rental Payments, at Additional Payments or the rate Option Purchase Price under this Lease, except to the extent that the Lessee has theretofore incurred liability to make any such payments through its actual use and occupancy of interest borne by the BondsFacilities, or through its exercise of an option that renews this Lease for an additional Renewal Term for which moneys have been appropriated, or is otherwise obligated to make such payments pursuant to this Lease.
Appears in 1 contract
Samples: Lease Agreement
Rental Payments. (a) The As rent for the Project, the Company hereby covenants and agrees to pay base rental to each Trustee, as assignee and pledgee of and for the use and occupancy account of the ProjectIssuer, as follows: on or before any Interest Payment Date for deposit in the Bonds or any respective Bond Fund, amounts sufficient, together with other date that any payment of interestmoneys held by such Trustee under the related Indenture and available therefor, premium, if any, or principal or Purchase Price is required to be made in respect of the Bonds pursuant to the Indenture, until pay the principal of, premium, and the redemption premium (if any) and the interest on, and the Bonds issued under such Indenture as the same become due pursuant to the terms of such Indenture, as follows:
(i) On or prior to each date upon which interest on any of the Bonds shall have been fully paid or provision for is payable under the payment thereof shall have been made in accordance with the Indenture, in immediately available fundsIndenture relating to such Bonds, a sum whichthat will be equal to the interest on such Bonds coming due on such dates;
(ii) On or prior to any redemption date, together with or any other moneys available date on which payment is accelerated, for any of the Bonds, a sum equal to the principal of, and the redemption premium (if any) and the interest on, the Bonds that are to be redeemed or accelerated on such payment date; and
(iii) On or prior to the date or dates on which principal of outstanding Bonds issued under any Indenture is due and payable, a sum that will be equal to the principal amount of such Bonds coming due on such date. If the Company defaults in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of payment required by this paragraph (whether at maturity or upon redemption or acceleration or otherwisea), premium, if any, and interest on the Bonds as provided in the Indenture; provided, however, that the obligation of the Company to make any rental payment hereunder shall be deemed satisfied and discharged will pay interest (to the extent of the corresponding payment made allowed by the Credit Provider to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (alaw) of this Section 4.02 are assigned by the Issuer to the Trustee for the benefit of the Owners of the Bonds. The Company assents to on such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee amount until paid at the Principal Office of rate provided for in the Trustee all payments payable by the Company pursuant to this subsectionBonds on which such amount is payable.
(b) The In furtherance of the foregoing, so long as any Bonds are outstanding the Company will also pay, as additional rentpay all amounts required to prevent any deficiency by an act or failure to act by any Trustee, the reasonable fees and expenses of Company, the Issuer related to the issuance of the BondsIssuer, payable on the date of issuance of the Bondsany Tender Agent or any other person.
(c) The Company will also pay: (i) the fees of the Trustees for rendering Ordinary Services and the Ordinary Expenses of the Trustees and any Paying Agents under the Indentures, as additional rent, the reasonable such fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 of the Indenture, such amounts to be paid directly to the Trustee Trustees or Paying Agents for the Trustee’s own account their respective accounts as and when such amounts fees and expenses become due and payable, (ii) any fees for Extraordinary Services and the Extraordinary Expenses of the Trustees and (iii) any expenses in connection with any redemption of Bonds. The Company may, without constituting grounds for an Event of Default hereunder, withhold payment of any fees for Ordinary Services and Extraordinary Services and Ordinary Expenses and Extraordinary Expenses to contest in good faith the necessity of the same or to contest in good faith the necessity for any services performed and expenses paid or incurred by any Paying Agent.
(d) The In addition to the payments required to be made by the Company will also pursuant to paragraph (a) above, the Company shall pay to the Trustees amounts sufficient to pay, on or prior to each day on which a payment of purchase price of a Bond that has been tendered shall become due, an amount that will enable the applicable Trustee or Tender Agent, as additional rentthe case may be, any amounts due and payable under Section 4.05 hereofto make such payment in full in a timely manner. All such payments shall be made to such Trustee at its principal corporate trust office or to such Tender Agent at its principal office, as the case may be, in lawful money of the United States of America.
(e) In The Company need not pay any amount paid to Bondholders from the event the proceeds of a draw on any Credit Facility.
(f) The Company should fail need not pay any amount required to make any of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, be paid by paragraph (d) above to the extent permitted by law, of any amount paid to Bondholders from the date when such payment was due, at proceeds of a remarketing of Bonds in accordance with the rate applicable provisions of interest borne by the BondsIndentures.
Appears in 1 contract
Samples: Lease Agreement (Meadwestvaco Corp)
Rental Payments. In consideration of the lease of the Leased Premises to the City by the Authority pursuant to Section 2.01 hereof, the City shall pay as rentals to the Authority or its assigns:
(a) The Company hereby covenants and agrees to pay base rental for deposit in the use and occupancy of Bond Fund under the ProjectIndenture, as follows: on or before any 10:00
a. m. Philadelphia time, on the date three Business Days prior to each Interest Payment Date for (as defined in the Bonds Indenture) or Sinking Fund Installment Date (as defined in the Indenture) or on any other date that any payment principal of interest, and premium, if any, and interest on the Bonds, or principal or Purchase Price is required to any portion thereof, shall be made in respect of the Bonds pursuant to due and payable, whether by maturity, redemption (other than by acceleration under the Indenture) or otherwise, until an amount which, together with other moneys in the Bond Fund available therefor, is sufficient to make the Authority’s required payments of principal of, of and premium, if any, and interest on the Bonds then becoming due, whether by maturity (other than by acceleration under the Indenture), redemption or otherwise;
(b) Commencing on the date hereof, and on or before the first day of each month thereafter, such amount as shall have been fully paid or provision provide for the Authority’s Administrative Expenses incurred in connection with the Leased Premises and the Project, including an amount which is sufficient to make any payment thereof required to be made by the Authority to the United States Treasury, as provided in the Indenture and as requested in writing by the Authority; and
(c) at least one Business Day prior to the date when due, all amounts due and payable under the Note and any other Obligations to the extent not provided for in Section 5.01 (a) and (b) above. Additionally, from time to time, the City shall have been made be required to make payments necessary to make up any deficiency in accordance with the funds established under the Indenture, other than as stated above, or to pay for any cost overruns with respect to the any Capital Addition to the extent that the City has funds appropriated for such purposes in such Fiscal Year. At least 15 days prior to the beginning of each Fiscal Year, the Authority shall cause the Trustee to advise the City of the amount of such rental payments. All rentals payable under (a) of this Section 5.01 shall be paid in immediately available fundsfunds and held, a sum whichinvested, together with any other moneys available for such payment in any account of the Bond Fund, will enable the Trustee to pay the amount payable on such date as Purchase Price or principal of (whether at maturity or upon redemption or acceleration or otherwise), premium, if any, disbursed and interest on the Bonds applied as provided in the Indenture; provided, however, that that, on or before 45 days prior to any Sinking Fund Installment Date, the obligation City may deliver to the Trustee Bonds of a maturity, a portion of which is required to be redeemed by the Trustee on such Sinking Fund Installment Date, and the rentals required to effect such redemption otherwise due from the City shall be reduced by the aggregate principal amount of the Company Bonds so delivered up to make the full amount of such Sinking Fund Installment. If the moneys available to the Authority for the purposes of the Indenture should be insufficient to pay the Authority’s obligations thereunder, or under the Bonds or any rental payment hereunder other Obligations, then the City upon demand shall pay to the Authority or its assigns such additional sum or sums in each Fiscal Year as shall be deemed satisfied required for such purposes. The Authority hereby directs the rent (except such amounts as shall provide for the Authority’s Administrative Expenses and discharged certain indemnification which shall be paid directly to the extent of the corresponding payment made by the Credit Provider Authority) to be paid to the Trustee under the Credit Facility. It is understood and agreed that all rental payments payable by the Company under subsection (a) of this Section 4.02 are assigned by the Issuer Indenture, to the Trustee for the benefit of the Owners of the Bonds. The Company assents to such assignment. The Issuer hereby directs the Company and the Company hereby agrees to pay to the Trustee at the Principal Office of the Trustee all payments payable by the Company pursuant to this subsection.
(b) The Company will also paywhich, as additional rent, the reasonable fees and expenses of the Issuer related to the issuance of the Bonds, payable on the date of issuance of the Bonds.
(c) The Company will also pay, as additional rent, the reasonable fees and expenses of the Trustee under the Indenture and all other amounts which may be payable to the Trustee under Section 10.02 terms of the Indenture, such amounts this Lease and the rent payable hereunder are assigned, or to its successor trustee under the Indenture. The rentals shall be paid directly payable only out of the current revenues of the City, and the City agrees to the Trustee provide for the Trustee’s own account payment of rentals and include the same in its annual Operating Budget for each year. If the current revenues are insufficient to pay the total rentals in any Fiscal Year as and when such amounts the same become due and payable.
(d) , the City covenants to include amounts not so paid in its Operating Budget for the ensuing Fiscal Year and to produce sufficient current revenues to pay in each ensuing year such balance due in addition to the amount of rental due for such ensuing year. The Company will also pay, City covenants to make appropriations in each of its Fiscal Years in such amounts as additional rent, any amounts shall be required in order to make all rental payments due and payable under Section 4.05 hereof.
(e) In the event the Company should fail to make any hereunder in each of the rental payments required in this Section 4.02, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid, and the Company agrees to pay the same with interest thereon, to the extent permitted by law, from the date when such payment was due, at the rate of interest borne by the BondsCity’s Fiscal Years.
Appears in 1 contract
Samples: Lease Agreement