05-13-2020 Council Packet - Laserfiche WebLink

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16 any supplements thereto, or alternate recommendations for any fiscal year from the Board of Directors of the Borrower issued in the manner set forth above), the Borrower shall be deemed in compliance with the Days Cash on Hand covenant in such future fiscal years, notwithstanding that the Borrower may not have had sixty (60) Days Cash on Hand [Short-Term Indebtedness. The Borrower may incur Short-Term Indebtedness (Indebtedness maturing within 365 days), provided such Indebtedness shall not exceed five percent (5%) of the Gross Revenues of the Borrower for the preceding Audited Fiscal Year. Short-Term Indebtedness may only be secured by the Borrower’s accounts receivable.] Additional Parity Indebtedness. “Additional Parity Indebtedness” may be incurred by the Borrower for any purpose related to the Project; provided that, with certain exceptions related to completing facilities or refinancing, such Additional Parity Indebtedness may be incurred only if there is furnished to the Trustee, among other things, either (i) deliver to the Trustee a Certificate signed by an Independent certified public accountant or firm of certified public accountants selected by the Borrower demonstrating, for each of the prior two Fiscal Years of Borrower, Income Available for Debt Service equal to not less than 130% of Total Principal and Interest Requirements on all outstanding Bonds and any outstanding Additional Parity Indebtedness, together with the maximum Total Principal and Interest Requirements on such Additional Parity Indebtedness for any future year, but excluding, for purposes of such computation, the Total Principal and Interest Requirements on any outstanding Bonds or outstanding Additional Parity Indebtedness to be refunded or refinanced by such Additional Parity Indebtedness, or (ii) deliver to the Trustee an examined financial forecast prepared by an Independent certified public accountant or firm of Independent certified public accountants selected by the Borrower demonstrating, for a period of not less than five years, commencing with the year following the year in which the Additional Parity Indebtedness is incurred or, if the Additional Parity Indebtedness is incurred to finance improvements or additions to the Project Facilities (as defined in the Loan Agreement), commencing in the year following the completion of such improvements or additions, Income Available for Debt Service equal to not less than 130% of Total Principal and Interest Requirements on all outstanding Bonds and outstanding Additional Parity Indebtedness, and including for such purpose the maximum Total Principal and Interest Requirements on the proposed Additional Parity Indebtedness for any future year, but excluding from such calculation the Total Principal and Interest Requirements on any outstanding Bonds or other outstanding Additional Parity Indebtedness to be refunded or refinanced by such Additional Parity Indebtedness. No Additional Parity Indebtedness may be incurred by the Borrower if there is an Event of Default under the Loan Agreement. For further conditions and qualifications as to when Indebtedness may be incurred by the Borrower, see “APPENDIX D - DEFINITIONS AND SUMMARY OF CERTAIN PRINCIPAL DOCUMENTS - THE LOAN AGREEMENT - Permitted Indebtedness.” [Transactions with Affiliates. Fund or property transfers from the Borrower to an Affiliate (including debt payments) are not restricted so long as (i) the debt service coverage covenant described above was met in the prior Fiscal Year, (ii) the transfer does not cause the Borrower to violate the Days Cash on Hand covenant above, (iii) no Event of Default has occurred under the Loan Agreement, and (iv) the Reserve Fund contains an amount not less than the Reserve Requirement. Otherwise, the Borrower agrees that it will not make payments for property or services provided by an Affiliate except to compensate such Affiliate for the fair market value of such services or property.] Transfers of Assets The Borrower covenants that, during the term of the Loan Agreement, except as may otherwise be necessary or desirable in order to maintain the status of the Borrower as an organization described in Section 501(c)(3) of the Internal Revenue Code, exempt from the payment of income taxes under Section 501(a) of the Code, it shall not transfer its interest in any of its assets to any person for consideration of