Common use of Substitution of Site or Facility Clause in Contracts

Substitution of Site or Facility. The City shall have, and is hereby granted, the option at any time and from time to time during the Lease Term to substitute other land (a “Substitute Site”) and/or a substitute facility or substitute facilities (a “Substitute Facility”) for the Site (the “Former Site”), or a portion thereof, and/or the Facility (the “Former Facility”), or a portion thereof, and to release the Former Site and/or Former Facility from this Lease Agreement provided that the City shall satisfy all of the following requirements which are hereby declared to be conditions precedent to such substitution: (i) The City shall file with the Authority and the Trustee an amended Exhibit A to the Site Lease which adds thereto a description of such Substitute Site and deletes therefrom the description of the Former Site; (ii) The City shall file with the Authority and the Trustee an amended Exhibit A to this Lease Agreement which adds thereto a description of such Substitute Site and deletes therefrom the description of the Former Site; (iii) The City shall file with the Authority and the Trustee an amended Exhibit B to the Site Lease which adds thereto a description of such Substitute Facility and deletes therefrom the description of the Former Facility; (iv) The City shall file with the Authority and the Trustee an amended Exhibit B to this Lease Agreement which adds thereto a description of such Substitute Facility and deletes therefrom the description of the Former Facility; (v) The City delivers to the Trustee and the Authority a certificate of an Authorized City Representative to the effect that such Substitute Site and/or Substitute Facility serve the purposes of the City, and constitutes property which the City is permitted to lease under the laws of the State; (vi) The City delivers to the Trustee and the Authority a certificate of an Authorized City Representative to the effect that the Fair Rental Value of the Leased Premises after such substitution, for each Rental Period during the remaining Lease Term, is not less than the Rental Payment due hereunder with respect to such Rental Period; (vii) The substitution of the Substitute Site and/or Substitute Facility shall not cause the City to violate any of its covenants, representations and warranties made herein and in the Indenture; (viii) The City shall obtain a title insurance policy, which may be an amendment to the title insurance policy required pursuant to Section 5.6, which insures the Substitute Site in accordance with Section 5.6; (ix) The City delivers to the Trustee and the Authority a certificate of an Authorized City Representative to the effect that the Substitute Site and/or the Substitute Facility is of the same or greater essentiality to the City as was the Former Site and/or the Former Facility; and (x) The City shall provide notice of such substitution to each rating agency then rating Bonds at the request of the City.

Substitution of Site or Facility. The City Town shall have, and is hereby granted, the option op- tion at any time and from time to time during the Term of the Lease Term Agreement to substitute other land (a “Substitute Site”) and/or a substitute facility or substitute facilities (a “Substitute Facility”) for the Site (the “Former Site”), or a portion thereof, and/or the Facility (the “Former Facility”), or a portion thereof, and to release the Former Site and/or Former Facility from this Lease Agreement provided that the City Town shall satisfy all of the following requirements (to the extent applicable) which are hereby declared to be conditions precedent to such substitution: (i) The City If a substitution of the Site, the Town shall file with the Authority and the Trustee an amended Exhibit A to the Site and Facility Lease and Right of Entry Agreement which adds thereto a description of such Substitute Site and deletes therefrom there- from the description of the Former Site; (ii) The City If a substitution of the Site, the Town shall file with the Authority and the Trustee an amended Exhibit A to this Lease Agreement which adds thereto a description descrip- tion of such Substitute Site and deletes therefrom the description of the Former Site; (iii) The City If a substitution of the Facility, the Town shall file with the Authority and the Trustee an amended Exhibit B to the Site and Facility Lease and Right of Entry Agreement which adds thereto a description of such Substitute Facility and deletes therefrom the description of the Former Facility; (iv) The City If a substitution of the Facility, the Town shall file with the Authority and the Trustee an amended Exhibit B to this Lease Agreement which adds thereto a description de- scription of such Substitute Facility and deletes therefrom the description of the Former For- mer Facility; (v) The City delivers Town shall certify in writing to the Trustee Authority and the Authority a certificate of an Authorized City Representative to the effect Trustee that such Substitute Site and/or Substitute Facility serve the purposes of the CityTown, consti- tutes property that is unencumbered, subject to Permitted Encumbrances, and constitutes consti- tutes property which the City Town is permitted to lease under the laws of the State; (vi) The City Town delivers to the Trustee Authority and the Authority a certificate Trustee an Officer’s Certifi- cate of the Town based on insurance values or any other reasonable basis of valuation received by the Town (which need not require an Authorized City Representative appraisal) that the value of the Property following such substitution is equal to or greater than the value of the sub- stituted Property and confirms in writing to the effect Trustee that the Fair Rental Value indemnification pro- vided pursuant to Section 11.03 of the Leased Premises after such substitution, for each Rental Period during the remaining Lease Term, is not less than the Rental Payment due hereunder Indenture applies with respect to such Rental Periodthe Substitute Site and/or Substitute Facility; (vii) The substitution of the Substitute Site and/or Substitute Facility shall not cause the City Town to violate any of its covenants, representations and warranties made herein and in the Indenture;, as evidenced by an officer’s certificate delivered to the Trustee; and (viii) The City Town shall obtain furnish the Authority and the Trustee with a title insurance policywritten opinion of Bond Counsel, which may shall be an amendment to Independent Counsel, stating that such substitution does not cause the title insurance policy required pursuant to Section 5.6, which insures the Substitute Site in accordance with Section 5.6; (ix) The City delivers to the Trustee and the Authority a certificate of an Authorized City Representative to the effect that the Substitute Site and/or the Substitute Facility is interest components of the same or greater essentiality Lease Payments to become subject to State personal income taxes. Notwithstanding the City as was foregoing, in no event shall the Former Site and/or the Former Facility; and (x) The City shall provide notice of such substitution Town be permitted to each rating agency then rating Bonds at the request substitute streets of the CityFacility or any portion thereof.

Substitution of Site or Facility. The City Town shall have, and is hereby granted, the option at any time and from time to time during the Term of the Lease Term Agreement to substitute other land (a “Substitute Site”) and/or a substitute facility or substitute facilities (a “Substitute Facility”) for the Site (the “Former Site”), or a portion thereof, and/or the Facility (the “Former Facility”), or a portion thereof, and to release the Former Site and/or Former Facility from this Lease Agreement provided that the City Town shall satisfy all of the following requirements (to the extent applicable) which are hereby declared to be conditions precedent to such substitution: (i) The City If a substitution of the Site, the Town shall file with the Authority Authority, the Trustee and the Trustee Municipal Bond Insurer an amended Exhibit A to the Site and Facility Lease which adds thereto a description of such Substitute Site and deletes therefrom the description of the Former Site; (ii) The City If a substitution of the Site, the Town shall file with the Authority Authority, the Trustee and the Trustee Municipal Bond Insurer an amended Exhibit A to this Lease Agreement which adds thereto a description of such Substitute Site and deletes therefrom the description of the Former Site; (iii) The City If a substitution of the Facility, the Town shall file with the Authority Authority, the Trustee and the Trustee Municipal Bond Insurer an amended Exhibit B to the Site and Facility Lease which adds thereto a description of such Substitute Facility and deletes therefrom the description of the Former Facility; (iv) The City If a substitution of the Facility, the Town shall file with the Authority Authority, the Trustee and the Trustee Municipal Bond Insurer an amended Exhibit B to this Lease Agreement which adds thereto a description of such Substitute Facility and deletes therefrom the description of the Former Facility; (v) The City delivers Town shall certify in writing to the Authority, the Trustee and the Authority a certificate of an Authorized City Representative to the effect Municipal Bond Insurer that such Substitute Site and/or Substitute Facility serve the purposes of the CityTown, constitutes property that is unencumbered, subject to Permitted Encumbrances, and constitutes property which the City Town is permitted to lease under the laws of the State; (vi) The City Town delivers to the Authority, the Trustee and the Authority a certificate Municipal Bond Insurer an Officer’s Certificate of the Town based on insurance values or any other reasonable basis of valuation received by the Town (which need not require an Authorized City Representative appraisal) that the value of the Property following such substitution is equal to or greater than the Outstanding principal amount of the Certificates and confirms in writing to the effect Trustee that the Fair Rental Value indemnification provided pursuant to Section 11.03 of the Leased Premises after such substitution, for each Rental Period during the remaining Lease Term, is not less than the Rental Payment due hereunder Trust Agreement applies with respect to such Rental Periodthe Substitute Site and/or Substitute Facility; (vii) The substitution of the Substitute Site and/or Substitute Facility shall not cause the City Town to violate any of its covenants, representations and warranties made herein and in the IndentureTrust Agreement, as evidenced by an officer’s certificate delivered to the Trustee; (viii) The City Town shall obtain a title insurance policy, which may be an amendment to the title insurance policy required pursuant to Section 5.6, 5.6 hereof which insures adds thereto a description of the Substitute Site in accordance with Section 5.6and deletes therefrom the description of the Former Site; (ix) The City delivers to the Trustee and the Authority a certificate of an Authorized City Representative to the effect that the Substitute Site and/or the Substitute Facility is Town shall provide notice of the same substitution to any rating agency then rating the Certificates which rating was provided at the request of the Town or greater essentiality to the City as was the Former Site and/or the Former Facility; andAuthority; (x) The City Town shall furnish the Authority, the Trustee and the Municipal Bond Insurer with a written opinion of Bond Counsel, which shall be an Independent Counsel, stating that such substitution does not cause the interest components of the Lease Payments to become subject to federal income taxes or State personal income taxes; and (xi) The Municipal Bond Insurer shall provide notice of prior written consent to such substitution to each rating agency then rating Bonds at the request of the Citysubstitution.