Tax-Exempt Status of the Bonds. The Company hereby represents, warrants and agrees that the Tax Regulatory Agreement executed and delivered by the Company concurrently with the issuance and delivery of the Bonds is true, accurate and complete in all material respects as of the date on which executed and delivered.
Tax-Exempt Status of the Bonds. The Company acknowledges that it has executed, in connection with the issuance of the Bonds, the Project Certificate. The Company understands that the purpose of the Project Certificate is to set forth (i) representations of certain facts regarding the Project and the Company and (ii) covenants regarding the future conduct and activities of the Company, and that the information, representations and covenants set forth in the Project Certificate have been relied upon by Xxxxxxx and Xxxxxx LLP, Bond Counsel for the Bonds, in determining that interest on the Bonds is excludable from gross income for federal income tax purposes. Accordingly, the Company covenants that all information and representations in the Project Certificate are accurate and reasonable to the best of the Company's knowledge and belief and that the Company will comply with all covenants in the Project Certificate as if such covenants were fully set forth herein. Notwithstanding any other provision hereof, the Company covenants and agrees that it will not knowingly take or authorize or permit, to the extent such action is solely within the control of the Company, any action to be taken with respect to the Project, the proceeds of the Bonds (including investment earnings thereon) or any insurance, condemnation or other proceeds derived directly or indirectly in connection with the Project which will result in the loss of the exclusion of interest on the Bonds from federal gross income under Section 103 of the Code (except for any Bond during any period while such Bond is held by a person referred to in Section 147(a) of the Code); and the Company also will not knowingly omit to take any action in its power which, if omitted, would cause such result. The Company covenants for the benefit of the Bondholders to comply with all of the requirements of Section 507 of the Indenture. The preceding sentence shall control in case of conflict or ambiguity with any other provision of this Agreement. The Company covenants and agrees to notify the Trustee, the Insurer and the Issuer of the occurrence of any event of which the Company has notice and which event would require the Company to prepay the amounts due hereunder because of a redemption of the Bonds upon a determination of taxability. The Company acknowledges that in the event of an examination by the Internal Revenue Service of the exclusion of interest on the Bonds from the gross income of the owners thereof for federal income tax purposes, the ...
Tax-Exempt Status of the Bonds. The Borrower and the Issuer, as applicable, each hereby represents, warrants and agrees as follows:
(a) The Borrower and the Issuer will not knowingly take or permit, or omit to take or cause to be taken, as is appropriate, any action that would adversely affect the Tax-Exempt nature of the interest on the Bonds and, if either of them should take or permit, or omit to take or cause to be taken, any such action, it will take all lawful actions necessary to rescind or correct such actions or omissions promptly upon obtaining knowledge thereof.
(b) The Borrower and the Issuer will file of record such documents and take such other steps as are necessary, in the written opinion of Bond Counsel filed with the Borrower, the Issuer and the Bondowner Representative, in order to insure that the requirements and restrictions of this Regulatory Agreement will be binding upon all owners of the Project, including, but not limited to, the execution and recordation of this Regulatory Agreement in the real property records of the County.
Tax-Exempt Status of the Bonds. (a) The Company hereby represents, warrants and agrees that the Representation Letter is true, accurate, and, to the knowledge of the Company, complete in all material respects as of the date on which executed and delivered.
(b) The Company hereby represents, warrants and agrees that it has not taken and does not intend to take any action or omit to take any action, and knows of no action that any other person, firm or corporation has taken or intends to take, which would cause interest on the Bonds to be includable in the gross income of the recipients thereof for federal income tax purposes (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 147(a) of the Code).
Tax-Exempt Status of the Bonds. The Owner hereby represents, warrants and agrees for the benefit of the City and the owners of the Bonds from time to time that:
(a) It will not take any action or omit to take any action with respect to the Bonds, the proceeds thereof or the Project if such action or omission (i) would cause the interest on the Bonds to lose its exclusion from gross income for federal income tax purposes under Section 103 of the Code, except for interest on any Bond for any period during which it is held by a "substantial user" of the Project or a "related person" as such terms are used in Section 103(b)(13) of the 1954 Code. The foregoing covenant shall remain in full force and effect notwithstanding the payment in full or defeasance of the Bonds until the date on which all obligations of the Owner in fulfilling the above covenant under the Code and the 1954 Code have been met.
(b) Throughout the Qualified Project Period at least 20% of completed dwelling units in the Project (15% of the dwelling units in the Project if it is or becomes a "targeted area" project as defined in Treasury Regulation Section 1.103-8(b)(8)(iii)) will be continuously occupied by Lower-Income Tenants. For the purpose of complying with this requirement, a unit occupied by an individual or family who at the commencement of the occupancy qualifies as a Lower-Income Tenant is treated as occupied by such an individual or family during their tenancy in such unit, even though they subsequently cease to be of low or moderate income. Moreover, if a unit is vacated by an individual or family who qualified as Lower-Income Tenants, such unit shall be treated as occupied by Lower-Income Tenants until reoccupied (other than for a temporary period of not more than 31 days) at which time the character of the unit shall be redetermined. The dwelling units required to be rented to, or held available for, occupancy by Lower-Income Tenants shall be distributed among the different types of dwelling units, by number of bedrooms, in approximately the same proportions as each type of dwelling unit is to the total number of dwelling units.
(c) It will take such action or actions as may be necessary, in the opinion of Bond Counsel, including, without limitation, consenting to the amendment of this Agreement, the Indenture or the Regulatory Agreement to comply fully with all applicable rules, rulings, policies, procedures, regulations or other official statements promulgated, proposed or made by the Department of the Trea...
Tax-Exempt Status of the Bonds. The Company hereby covenants for the benefit of the Owners of the Bonds and the Issuer that it (a) has not taken, and will not take or permit to be taken on its behalf, any action which would adversely affect the exclusion of interest on the Bonds from gross income of the recipients thereof for federal income tax purposes and (b) will take, or cause to be taken, such actions as may, from time to time, be required under applicable law or regulation to continue to cause the interest on the Bonds to be so excluded. The Company hereby acknowledges that in the event of an examination by the Internal Revenue Service of the exclusion of interest on the Bonds from the gross income of the Owners thereof for federal income tax purposes under current regulations, the Internal Revenue Service will treat the Issuer as the "taxpayer" in such examination. The Company and the Issuer each agree that it will respond in a commercially reasonable manner to any inquiries from the Internal Revenue Service in connection with such an examination. The Issuer hereby covenants that it will cooperate with the Company, at the Company's expense and at its direction, in connection with such examination. The Company covenants and agrees to comply with the Tax Agreement and to notify the Trustee and the Issuer of the occurrence of any event of which the Company has notice and which event would require the Company to prepay the Bonds in accordance with Section 7.2 hereof.
Tax-Exempt Status of the Bonds. The Borrower has taken no action, and has not omitted to take any action, which action or omission would in any way affect or impair the excludability of interest on the Bonds from gross income of the Owners thereof for federal income tax purposes.
Tax-Exempt Status of the Bonds. The Company hereby represents, covenants and warrants that:
(a) The Project did not reach a degree of completion which permitted operation at substantially the level for which it was designed, and the Project was not, in fact, operated at substantially the level for which it was designed (determined in accordance with the provisions of Section 103(b) of the 1954 Code and Treas. Reg. ss.1.103-8(a)(5)) more than one year prior to the date of issuance of the Series F Bonds.
(b) No Person who was a Substantial User of the Project at any time during the five year period immediately preceding the date hereof, and who will receive, directly or indirectly, proceeds of the Bonds in an amount equal to 5% or more of the face amount of the Bonds, in payment for his interest in the Project, will be a Substantial User of the Project at any time during the five year period beginning on the Date of Issue of the Bonds.
(i) The entire proceeds from the sale of the Series G Bonds will be used to refund the 1986 Series Bonds on the Date of Issue, all of the proceeds of which were used to refund the Series C Bonds. At least 90% of the proceeds from the sale of the Series C Bonds and investment earnings thereon were expended for Costs of the Project relating to the acquisition or construction after May 23, 1983 of docks or wharves which are part of a public port facility (i.e., a port facility which is available for use by members of the general public or for use by common carriers or charter carriers which serve members of the general public) or to acquire or construct lands, buildings or other property which are functionally related and subordinate to such facility within the meaning of Section 103(b)(4)(D) of the 1954 Code.
(ii) The entire proceeds from the sale of the Bonds will be used to refund the Series F Bonds, at least 95% of the proceeds from the sale of which, and investment earnings thereon, were expended for Costs of the Project relating to the acquisition or construction after May 23, 1983 of docks or wharves which are part of a public port facility (i.e., a port facility which is available for use by members of the general public or for use by common carriers or charter carriers which serve members of the general public) or to acquire or construct lands, buildings or other property which are functionally related and subordinate to such facility within the meaning of Section 103(b)(4)(D) of the 1954 Code. Of the remaining 5% of such proceedings, not more than 2% ...
Tax-Exempt Status of the Bonds. (a) The Lessor intends that the interest on the Bonds shall be excludable from gross income for federal income tax purposes pursuant to Sections 103 and 141 through 150 of the Code and the applicable Regulations. The Lessor covenants and agrees not to take any action, or knowingly omit to take any action within its control that, if taken or omitted, respectively, would cause the interest on the Bonds to be includable in gross income, as defined in Section 61 of the Code, for federal income tax purposes. In particular, the Lessor covenants and agrees to comply with each requirement of this Section 11.2(a); provided, however, that the Lessor shall not be required to comply with any particular requirement of this Section 11.2(a) if the Lessor has received an opinion of Bond Counsel (“Counsel’s Opinion”) that such noncompliance will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the Bonds or if the Lessor has received a Counsel’s Opinion to the effect that compliance with some other requirement set forth in this Section 11.2(a) will satisfy the applicable requirements of the Code and the Regulations, in which case compliance with such other requirement specified in such Counsel’s Opinion shall constitute compliance with the corresponding requirement specified in this Section 11.2(a).
Tax-Exempt Status of the Bonds. Purchaser acknowledges that the Bonds will be issued with the intention that the interest thereon will be exempt from federal taxes under Section 103 of the Code. Accordingly, Xxxxxxxxx agrees that it will (a) provide such information with respect to its utility system as may be requested by Issuer in order to establish the tax-exempt status of the Bonds, and (b) act in accordance with such written instructions as Issuer may provide from time to time in order to maintain the tax-exempt status of the Bonds. Purchaser further agrees that it will not at any time take any action, or fail to take any action, that, if taken or omitted, respectively, would adversely affect the tax-exempt status of the Bonds.
