05-13-2020 Council Packet - Laserfiche WebLink

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12316323v3 4 any notice or period of grace required for a default to constitute an "Event of Default" as described in Section 7.01 of this Loan Agreement. "Determination of Taxability" means the issuance of a statutory notice of deficiency by the Internal Revenue Service, or a ruling of the National Office or any District Office, or a final decision by any court of competent jurisdiction that interest on any of the Series 2020 Bonds is includable in the gross income of the recipient under Section 103 and related Sections of the Internal Revenue Code and regulations thereunder because of any act or omission of the Borrower (or any successor or transferee) or of the Trustee, provided that the period for a contest or appeal, if any, of such action, ruling or decision has expired without any such appeal or contest having been instituted, or, if instituted, such contest or appeal has been unsuccessfully concluded. Inclusion of interest on any of the Series 2020 Bonds in the computation of any alternative minimum tax shall not be a Determination of Taxability. "Disbursing Agreement" means the Disbursing Agreement of even date herewith between the Borrower, the Trustee and the Title Company, as disbursing agent. "Draw Request" means a requisition, substantially in the form set forth as Exhibit B to the Indenture, to be submitted by the Borrower to the Trustee in connection with the disbursement of funds for the payment or reimbursement of Costs of Issuance, in accordance with the provisions hereof and of the Indenture. "Event of Default" means an Event of Default described in Section 7.01 of this Loan Agreement which has not been cured. "Governing Body" means, with respect to the Issuer, the City Council of the Issuer, or its successor as governing body of the Issuer. "Guarantor" means Presbyterian Homes and Services, a Minnesota nonprofit corporation. "Holder" or "Bondholder" or "Owner" means the person in whose name a Bond shall be registered in the registration records maintained by the Trustee. "Income Available for Debt Service" means, in any fiscal year, the excess of Operating Revenues over Operating Expenses, but (i) including in Operating Revenues: (a) charitable contributions and interest and income on investments available for operations or debt service (exclusive of any unrealized gains or losses on investments); (b) unrestricted equity transfers of cash or cash equivalents from commonly controlled affiliates; and (c) proceeds of casualty insurance received by the Borrower in connection with mortgaged property where the terms of the mortgage indebtedness permit prepayment thereof with such proceeds and where the Borrower has made a written election to apply such proceeds to such prepayment; and (ii) excluding from Operating Expenses: (a) depreciation, amortization and interest expense; and (b) any loss resulting from the extinguishment of indebtedness. "Indenture" means the Trust Indenture between the Issuer and U.S. Bank National Association, as Trustee, of even date herewith, under which the Bonds are authorized to be issued, and including any indenture supplemental thereto.