Cleveland Clinic Health System Obligated Group - FMSbonds.com

APPENDIX CSUMMARY OF BASIC DOCUMENTSTHE MASTER INDENTURE, THE BOND INDENTURE, THE BASE LEASE,THE LEASE, THE ASSIGNMENT TO THE MASTER TRUSTEE AND THE ASSIGNMENT TO THEBOND TRUSTEEBrief descriptions of the Master Indenture, the Bond Indenture, the Base Lease, the Lease, the Assignmentto the Master Trustee and the Assignment to the Bond Trustee are included hereafter in this Offering Circular. Suchdescriptions do not purport to be comprehensive or definitive. All references herein to the Master Indenture, theBond Indenture, the Base Lease, the Lease, the Assignment to the Master Trustee and the Assignment to the BondTrustee are qualified in their entirety by reference to each such document, copies of which are available for reviewprior to the issuance and delivery of the Series 2008A Bonds at the offices of the Cleveland Clinic and thereafter atthe offices of the Bond Trustee. All references to the Series 2008A Bonds are qualified in their entirety by referenceto the definitive forms thereof and the information with respect thereto included in the Bond Indenture.DEFINITIONS OF CERTAIN TERMS“Act” means Chapter 140, Ohio Revised Code, as enacted or amended from time to time.“Additional Bonds” means bonds issued from time to time pursuant to and in accordance with the BondIndenture.“Affiliate” of any specified Person means any other Person directly or indirectly controlling or controlledby or under direct or indirect common control with such specified Person. For purposes of this definition, “control”when used with respect to any specified Person means the power to direct the policies of such Person, directly orindirectly, whether through the power to appoint and remove its directors, the ownership of voting securities, bycontract, or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.“Assignment to the Bond Trustee” means the Assignment to the Bond Trustee, dated as of the same date asthe Lease, from the Commission to the Bond Trustee, as it may be amended or supplemented from time to time.“Assignment to the Master Trustee” means the Assignment of Rights under the Base Lease and Lease,dated as of the same date as the Lease, from the Commission to the Master Trustee, as it may be amended orsupplemented from time to time.“Assumed Amortization Period” means the period of time determined, at the election of the ObligatedGroup Representative, pursuant to either paragraph (a) or paragraph (b) below:(a)30 years; or(b) The period of time, exceeding 30 years, set forth in a certificate or opinion of a nationallyrecognized firm of investment bankers or financial consultants delivered to the Master Trustee (and datedwithin 90 days prior to the date of delivery), such certificate or opinion stating that a financing of the statedterm at the Assumed Interest Rate is reasonably attainable on the date of that opinion or certificate.“Assumed Interest Rate” means the rate per annum determined as of the last day of the calendar month nextpreceding the month in which the determination of Assumed Interest Rate is being made and determined at theelection of the Obligated Group Representative, pursuant to paragraph (a) or (b) below:(a) A rate per annum equal to (1) ninety percent (90%), if interest on the Indebtedness is notincluded in the gross income of the holder for federal income tax purposes, or (2) one hundred ten percent(110%), if interest on the Indebtedness is not so excludible, of the most recently published daily yields toC-1