Cleveland Clinic Health System Obligated Group - FMSbonds.com

direct, express or charitable trust which does not permit the use of such money for thepayment of indebtedness of the Obligated Group or the transfer of which would result inthe cessation or discontinuance of any material portion of the health care or relatedservices or other charitable services provided by such Affiliate), and(b) an Obligated Issuer has the sole right to elect or appoint and to remove,with or without cause, a majority of the members of the Governing Body thereof (or amajority of the members of the Governing Body of another Group Affiliate that has suchright), and(c) has the ability under applicable law and its organizational documents,with approval of a majority of the members of its Governing Body, to transfer, upon theliquidation or dissolution of such Affiliate, all assets of such Affiliate remaining afterpayment of its debts to an Obligated Issuer or to another Group Affiliate whoseremaining assets may be so transferred upon liquidation or dissolution, provided that ifsuch Affiliate is an organization described in Section 501(c)(3) of the Code, then for solong as at least one Obligated Issuer is an organization described in Section 501(c)(3) ofthe Code, the organizational documents of such Affiliate and applicable law may (i)provide for the naming of another member of the Combined Group as a substitutebeneficiary if the then current beneficiary ceases to be an organization described inSection 501(c)(3) of the Code and (ii) prohibit transfers to organizations not described inSection 501(c)(3) of the Code, and(3) has satisfied (or a predecessor has satisfied) the requirements set forth in the MasterIndenture for becoming a Group Affiliate and has not thereafter ceased to satisfy the requirements ofclauses (1) and (2) above or satisfied the requirements set forth in the Master Indenture for ceasing to be aGroup Affiliate.“Guaranty Debt” means an obligation of a Person guaranteeing in any manner an obligation of anotherPerson other than an Obligated Issuer for borrowed money or an installment sale or a lease that would qualify asIndebtedness under paragraph (2) of the definition of Indebtedness.“Higher Yielding Investments” has the meaning assigned to “higher yielding investments” in the Code.“Holder” has the same meaning as the terms “Bondholder” and “Registered Owner.”“Hospital Facilities” means “hospital facilities” as defined in the Act.“Hospital Receipts” means (a) all rentals and other money received by the Commission or the Bond Trusteepursuant to the Lease, including without limitation, the Basic Rent, and (b) money in, including without limitation,investments credited to, the Special Funds, and income from the investment thereof.“Immediate Notice” means notice by telephone, telex or telecopier to such telephone number, telex numberor telecopier number as the addressee shall have directed in writing, promptly followed by written notice by firstclass mail postage prepaid to such address as the addressee shall have directed in writing; provided, however, that ifany person required to give an Immediate Notice shall not have been provided with the necessary information as tothe telephone, telex or telecopier number of an addressee, Immediate Notice shall mean written notice by first classmail, postage prepaid.“Indebtedness” means with respect to a specified Person all:(1) indebtedness incurred or assumed by such Person for borrowed money or for theacquisition, construction or improvement of Property other than goods that are acquired in the ordinarycourse of business of such Person;C-9