Tax Covenants of the Borrower. The Borrower covenants and agrees that: (a) It will at all times comply with the terms of the Tax Certificate and the Regulatory Agreement; (b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement); (c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Bonds; (d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds and will not make any use of the proceeds of the Bonds, or of any other funds which may be deemed to be proceeds of the Bonds under the Code and the related regulations of the United States Treasury, which would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code; (e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds becoming includable in gross income for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer and the Trustee. In the event of a conflict between the terms of this Section 2.4 and the Tax Certificate, the terms of the Tax Certificate shall control.
Appears in 3 contracts
Samples: Junior Loan Agreement, Junior Loan Agreement, Junior Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Bonds;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds and will not make any use of the proceeds of the Bonds, or of any other funds which may be deemed to be proceeds of the Bonds under the Code and the related regulations of the United States Treasury, which would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code;
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds becoming includable in gross income for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer County, the Trustee and the TrusteeBondholder Representative. In the event of a conflict between the terms of this Section 2.4 2.5 and the Tax Certificate, the terms of the Tax Certificate shall control.
Appears in 2 contracts
Samples: Financing Agreement, Financing Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Tax Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds Governmental Note to be included in gross income, income of the owner of the Governmental Note for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Tax Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the BondsGovernmental Note;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds Funding Loan and the Project Loan and will not make any use of the proceeds of the BondsFunding Loan or the Project Loan, or of any other funds which may be deemed to be proceeds of the Bonds Governmental Note under the Code and the related regulations of the United States Treasury, which would cause the Bonds Governmental Note to be “arbitrage bonds” within the meaning of Section 148 of the Code;; and
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds Governmental Note becoming includable in gross income of the Funding Lender for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Governmental Lender, the Fiscal Agent, the Funding Lender Representative and the TrusteeServicer.
(f) The full amount of each disbursement of proceeds of the Project Loan will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Governmental Note (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Governmental Note will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring land; none of the proceeds of the Governmental Note (as defined for purposes of Section 147(g) of the Code) will be disbursed to provide working capital;
(g) The Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Act, the Code and the Tax Regulatory Agreement;
(h) All leases for rental units in the Project will comply with all applicable laws and the Tax Regulatory Agreement;
(i) In connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not to use that portion of the Project in any manner which would violate the covenants set forth in this Project Loan Agreement or the Tax Regulatory Agreement;
(j) No proceeds of the Funding Loan shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if rehabilitation expenditures (as defined in Section 147(d) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with the proceeds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if rehabilitation expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds;
(k) From the proceeds of the Funding Loan and investment earnings thereon, an amount not in excess of two percent (2%) of the proceeds of the Funding Loan will be used for Costs of Issuance of the Governmental Note, all within the meaning of Section 147(g)(1) of the Code; and
(l) No proceeds of the Funding Loan shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. In the event of a conflict between the terms and requirements of this Section 2.4 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control.
Appears in 1 contract
Samples: Project Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Tax Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds Governmental Note to be included in gross income, income of the owner of the Governmental Note for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Tax Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the BondsGovernmental Note;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds Funding Loan and the Project Loan and will not make any use of the proceeds of the BondsFunding Loan or the Project Loan, or of any other funds which may be deemed to be proceeds of the Bonds Governmental Note under the Code and the related regulations of the United States Treasury, which would cause the Bonds Governmental Note to be an “arbitrage bondsbond” within the meaning of Section 148 of the Code;; and
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds Governmental Note becoming includable in gross income of the Funding Lender for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Governmental Lender, the Fiscal Agent, the Funding Lender Representative and CCRC.
(f) The full amount of each disbursement of proceeds of the Project Loan will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Governmental Note 4816-8536-0354v5/024100-0013 (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Governmental Note will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring land; none of the proceeds of the Governmental Note (as defined for purposes of Section 147(g) of the Code) will be disbursed to provide working capital;
(g) The Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Housing Act, the Code and the TrusteeTax Regulatory Agreement;
(h) All leases for rental units in the Project will comply with all applicable laws and the Tax Regulatory Agreement;
(i) In connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not to use that portion of the Project in any manner which would violate the covenants set forth in this Project Loan Agreement or the Tax Regulatory Agreement;
(j) No proceeds of the Funding Loan shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if construction expenditures (as defined in Section 147(d) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with the proceeds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if construction expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds;
(k) From the proceeds of the Funding Loan and investment earnings thereon, an amount not in excess of two percent (2%) of the proceeds of the Funding Loan will be used for Costs of Issuance of the Governmental Note, all within the meaning of Section 147(g)(1) of the Code; and
(l) No proceeds of the Funding Loan shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. In the event of a conflict between the terms and requirements of this Section 2.4 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control.
Appears in 1 contract
Samples: Project Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply in all material respects with the terms of the Tax Certificate and the Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Subordinate Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Subordinate Bonds;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Subordinate Bonds and will not make any use of the proceeds of the Subordinate Bonds, or of any other funds which may be deemed to be proceeds of the Subordinate Bonds under the Code and the related regulations of the United States Treasury, which would cause the Subordinate Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code;
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Subordinate Bonds becoming includable in gross income for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer and the Subordinate Trustee. In the event of a conflict between the terms of this Section 2.4 and the Tax Certificate, the terms of the Tax Certificate shall control.
Appears in 1 contract
Samples: Subordinate Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds Governmental Note to be included in gross income, income of the Funding Lender for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Tax Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Bonds;Governmental Note; 4814-8693-5008.3
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds Funding Loan and the portion of the Project Loan corresponding to the Funding Loan (the “Project Loan”) and will not make any use of the proceeds of the BondsFunding Loan or the Project Loan, or of any other funds which may be deemed to be proceeds of the Bonds Governmental Note under the Code and the related regulations of the United States Treasury, which would cause the Bonds Governmental Note to be “arbitrage bonds” within the meaning of Section 148 of the Code;; and
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds Governmental Note becoming includable in gross income of the Funding Lender for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Governmental Lender, the Fiscal Agent, the Funding Lender Representative and the TrusteeServicer.
(f) The full amount of each disbursement of proceeds of the Project Loan will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Governmental Note (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Governmental Note will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring an interest in land; none of the proceeds (as defined for purposes of Section 147(g) of the Code) of the Governmental Note will be disbursed to provide working capital;
(g) The Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Act, the Code and the Regulatory Agreement;
(h) All leases will comply with all applicable laws and the Regulatory Agreement;
(i) In connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not use that portion of the Project in any manner that would violate the covenants set forth in this Project Loan Agreement or the Regulatory Agreement;
(j) No proceeds of the Funding Loan shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if rehabilitation expenditures (as defined in Section 147(d) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with the proceeds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if rehabilitation expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds; 4814-8693-5008.3
(k) From the proceeds of the Funding Loan and investment earnings thereon, an amount not in excess of two percent of the proceeds of the Funding Loan, will be used for Costs of Issuance of the Governmental Note, all within the meaning of Section 147(g)(1) of the Code;
(l) No proceeds of the Funding Loan shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises; and
(m) The Borrower shall not take any action or permit or suffer any action to be taken if the result of the same would be to cause the Governmental Note to be “federally guaranteed” within the meaning of Section 149(b) of the Code. In the event of a conflict between the terms and requirements of this Section 2.4 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control.
Appears in 1 contract
Samples: Project Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Tax Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds Governmental Note to be included in gross incomeincome of the Funding Lender, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Tax Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the BondsGovernmental Note;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds Funding Loan and the Project Loan and will not make any use of the proceeds of the BondsFunding Loan or the Project Loan, or of any other funds which may be deemed to be proceeds of the Bonds Governmental Note under the Code and the related regulations of the United States Treasury, which would cause the Bonds Governmental Note to be “arbitrage bonds” within the meaning of Section 148 of the Code;; and
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds Governmental Note becoming includable in gross income of the Funding Lender for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Governmental Lender, the Fiscal Agent, the Funding Lender Representative and the Trustee. Servicer.
(f) The full amount of each disbursement of proceeds of the Project Loan will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Governmental Note (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Governmental Note will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring land; none of the proceeds of the Governmental Note (as defined for purposes of Section 147(g) of the Code) will be disbursed to provide working capital;
(g) The Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Act, the Code and the Tax Regulatory Agreement; (h) All leases will comply with all applicable laws and the Tax Regulatory Agreement;
(i) In connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not use that portion of the Project in any manner which would violate the covenants set forth in this Project Loan Agreement or the Tax Regulatory Agreement;
(j) No proceeds of the Funding Loan shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if rehabilitation expenditures (as defined in Section 147(d) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with the proceeds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if rehabilitation expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds;
(k) From the proceeds of the Funding Loan and investment earnings thereon, an amount not in excess of two percent (2%) of the proceeds of the Funding Loan, will be used for Costs of Issuance of the Governmental Note, all within the meaning of Section 147(g)(1) of the Code; and
(l) No proceeds of the Funding Loan shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises.] In the event of a conflict between the terms and requirements of this Section 2.4 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control.
Appears in 1 contract
Samples: Project Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Subordinate Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Subordinate Bonds;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Subordinate Bonds and will not make any use of the proceeds of the Subordinate Bonds, or of any other funds which may be deemed to be proceeds of the Subordinate Bonds under the Code and the related regulations of the United States Treasury, which would cause the Subordinate Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code;
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Subordinate Bonds becoming includable in gross income for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer and the Subordinate Trustee. In the event of a conflict between the terms of this Section 2.4 and the Tax Certificate, the terms of the Tax Certificate shall control.
Appears in 1 contract
Samples: Subordinate Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Tax Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds Governmental Note to be included in gross incomeincome of the Funding Lender, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Tax Regulatory Agreement);
(c) No changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the BondsGovernmental Note;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds Funding Loan and the Project Loan and will not make any use of the proceeds of the BondsFunding Loan or the Project Loan, or of any other funds which may be deemed to be proceeds of the Bonds Governmental Note under the Code and the related regulations of the United States Treasury, which would cause the Bonds Governmental Note to be “arbitrage bonds” within the meaning of Section 148 of the Code;; and
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds Governmental Note becoming includable in gross income of the Funding Lender for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Governmental Lender, the Fiscal Agent, the Funding Lender Representative and the TrusteeServicer.
(f) The full amount of each disbursement of proceeds of the Project Loan will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Governmental Note (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Governmental Note will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring land; none of the proceeds of the Governmental Note (as defined for purposes of Section 147(g) of the Code) will be disbursed to provide working capital;
(g) The Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Act, the Code and the Tax Regulatory Agreement;
(h) All leases will comply with all applicable laws and the Tax Regulatory Agreement;
(i) In connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not use that portion of the Project in any manner which would violate the covenants set forth in this Project Loan Agreement or the Tax Regulatory Agreement;
(j) No proceeds of the Funding Loan shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if rehabilitation expenditures (as defined in Section 147(d) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with the proceeds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if rehabilitation expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds;
(k) From the proceeds of the Funding Loan and investment earnings thereon, an amount not in excess of two percent (2%) of the proceeds of the Funding Loan, will be used for Costs of Issuance of the Governmental Note, all within the meaning of Section 147(g)(1) of the Code; and
(l) No proceeds of the Funding Loan shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. [END OF INSERT] In the event of a conflict between the terms and requirements of this Section 2.4 2.05 and the Tax Certificate, the terms and requirements of the Tax Certificate shall control.
Appears in 1 contract
Samples: Project Loan Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:
(a) It will at all times comply with the terms of the Tax Certificate and the Regulatory Agreement;
(b) It will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Regulatory Agreement);
(c) No changes will be made to the ProjectProjects, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Bonds;
(d) It will comply with the requirements of Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds and will not make any use of the proceeds of the Bonds, or of any other funds which may be deemed to be proceeds of the Bonds under the Code and the related regulations of the United States Treasury, which would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code;
(e) If the Borrower becomes aware of any situation, event or condition which would, to the best of its knowledge, result in the interest on the Bonds becoming includable in gross income for purposes of federal income tax purposes, it will promptly give written notice of such circumstance, event or condition to the Issuer Issuer, and the Trustee. In the event of a conflict between the terms of this Section 2.4 2.5 and the Tax Certificate, the terms of the Tax Certificate shall control.
Appears in 1 contract
Samples: Financing Agreement
Tax Covenants of the Borrower. The Borrower covenants and agrees that:agrees
(a) It it will at all times comply with the terms of the Tax Certificate and the Tax Regulatory Agreement;
(b) It it will not take, or permit to be taken on its behalf, any action which would cause the interest payable on the Bonds to be included in gross income, for federal income tax purposes, and will take such action as may be necessary in the opinion of Bond Counsel to continue such exclusion from gross income, including, without limitation, limitation the following:
(i) the preparation and filing of all statements required to be filed by it in order to maintain the exclusion (including, but not limited to, the filing of all reports and certifications required by the Tax Regulatory Agreement);
(ii) the timely payment to the United States of America of any rebate amount required to be paid by the Issuer or the Borrower pursuant to Section 148(f) of the Code and the Treasury Regulations under Section 148; and
(iii) the use of not less than 95% of the net proceeds of the Bonds (within the meaning of Section 142(a) of the Code) for Qualified Project Costs (as defined in the Tax Regulatory Agreement);
(c) No in order to satisfy the requirements set forth in subpart (4) of the definition of “program investment” that appears in Section 1.148-1(b) of the Treasury Regulations (which requirements must be met in order for the Bond Mortgage Loan to qualify as a program investment within the meaning of that section), neither the Borrower nor any related person (within the meaning of “program investment”) will purchase Bonds in an amount related to the amount of the Bond Mortgage Loan except as expressly permitted under the Indenture;
(d) no changes will be made to the Project, no actions will be taken by the Borrower and the Borrower will not omit to take any actions, which will in any way adversely affect the tax-exempt status of the Bonds;
(de) It it will comply with the requirements of Section 148 and the Treasury Regulations issued under Section 148 of the Code and the Regulations issued thereunder throughout the term of the Bonds and will not make any use of the proceeds of the Bonds, or of any other funds which may be deemed to be proceeds of the Bonds under the Code and the related regulations of the United States TreasuryTreasury Regulations, which would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code;
(ef) If if the Borrower becomes aware of any situationcircumstance, event or condition which would, to the best of its knowledge, would result in the interest payable on the Bonds becoming includable in gross income income, for purposes of federal income tax purposes, it the Borrower will promptly give written notice of such circumstance, event or condition to the Issuer Issuer, the Trustee, the Servicer and the TrusteeCredit Facility Provider;
(g) the full amount of each disbursement from the Project Account of the Bond Mortgage Loan Fund will be applied to pay or to reimburse the Borrower for the payment of Costs of the Project and, after taking into account any proposed disbursement, (i) at least 95% of the net proceeds of the Bonds (as defined in Section 150 of the Code) will be used to provide a qualified residential rental project (as defined in Section 142(d) of the Code) and (ii) less than 25% of the net proceeds of the Bonds will have been disbursed to pay or to reimburse the Borrower for the cost of acquiring land; none of the proceeds of the Bonds (as defined for purposes of Section 147(g) of the Code) will be disbursed to provide working capital;
(h) the Borrower will cause all of the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements of the Act, the Code and the Tax Regulatory Agreement;
(i) all leases will comply with all applicable laws and the Tax Regulatory Agreement;
(j) in connection with any lease or grant by the Borrower of the use of the Project, the Borrower will require that the lessee or user of any portion of the Project not use that portion of the Project in any manner which would violate the covenants set forth in this Financing Agreement or the Tax Regulatory Agreement;
(k) no proceeds of the Bonds shall be used for the acquisition of any tangible property or an interest therein, other than land or an interest in land, unless the first use of such property is pursuant to such acquisition; provided, however, that this limitation shall not apply with respect to any building (and the equipment therefor) if rehabilitation expenditures (as defined in section 147(d)(3) of the Code) with respect to such building equal or exceed 15 percent of the portion of the cost of acquiring such building (and equipment) financed with proceeds of the Bonds; and provided, further, that this limitation shall not apply with respect to any structure other than a building if rehabilitation expenditures with respect to such structure equal or exceed 100 percent of the portion of the cost of acquiring such structure financed with the proceeds of the Bonds. In compliance with this provision, within two years after the later of the date of the Borrower’s acquisition of the Project or the date of the issuance of the Bonds, the Borrower will make Rehabilitation Expenditures (as defined in the Tax Regulatory Agreement) in an amount equal to or greater than fifteen percent (15%) of the amount of proceeds of the Bonds used to acquire any existing buildings and related equipment which are part of the Project;
(l) from the proceeds of the Bonds and investment earnings thereon, no amount in excess of two percent (2%) of the proceeds of the Bonds, will be used for Costs of Issuance of the Bonds, all within the meaning of Section 147(g)(1) of the Code. For this purpose, if the fees of the original purchaser of the Bonds are retained as a discount on the purchase price of the Bonds, such retention shall be deemed to be an expenditure of proceeds of the Bonds for said fees;
(m) no proceeds of the Bonds shall be used directly or indirectly to provide any airplane, skybox or other private luxury box, health club facility, facility used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises;
(n) it shall cooperate fully with the Issuer in the event of a conflict between any audit, investigation, administrative proceeding or litigation relating to the terms Bonds that is commenced by the Internal Revenue Service, the Securities and Exchange Commission or any other governmental agency or entity; this provision is not intended to limit any indemnification or other obligation of this Section 2.4 and the Borrower with respect to the Issuer contained in the Tax Certificate, Regulatory Agreement or the terms Financing Agreement; and
(o) upon completion of the Tax Certificate Project (but in no event more than five years after the Delivery Date), it shall controlprepare a final allocation of the proceeds of the Bonds that have been expended to the Costs of the Project.
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Samples: Financing Agreement
