Official Statement Airport Commission City and County of San ...
Official Statement Airport Commission City and County of San ...
Official Statement Airport Commission City and County of San ...
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Closing Date means the date upon which a Series <strong>of</strong> Variable Rate Bonds is initially issued <strong>and</strong><br />
delivered in exchange for the proceeds representing the Purchase Price <strong>of</strong> such Series <strong>of</strong> Variable Rate Bonds paid by<br />
the original purchaser there<strong>of</strong>.<br />
Costs <strong>of</strong> Issuance means payment <strong>of</strong>, or reimbursement <strong>of</strong> the <strong>Commission</strong> for, all reasonable costs<br />
incurred by the <strong>Commission</strong> in connection with the issuance <strong>of</strong> a Series <strong>of</strong> Variable Rate Bonds, including, but not<br />
limited to: (a) counsel fees related to the issuance <strong>of</strong> such Series <strong>of</strong> Variable Rate Bonds (including bond counsel, cobond<br />
counsel, disclosure counsel, Trustee’s counsel <strong>and</strong> the <strong>City</strong> Attorney); (b) financial advisor fees incurred in<br />
connection with the issuance <strong>of</strong> such Series <strong>of</strong> Variable Rate Bonds; (c) rating agency fees; (d) fees <strong>of</strong> any Credit<br />
Provider or Liquidity Provider for the provision <strong>of</strong> a Credit Facility or Liquidity Facility, as applicable; (e) the initial<br />
fees <strong>and</strong> expenses <strong>of</strong> the Trustee, the Registrar, the Authenticating Agent, Remarketing Agents <strong>and</strong> any Series Escrow<br />
Agent; (f) accountant fees <strong>and</strong> any escrow verification fees related to the issuance <strong>of</strong> such Series <strong>of</strong> Variable Rate<br />
Bonds; (g) printing <strong>and</strong> publication costs; (h) costs <strong>of</strong> engineering <strong>and</strong> feasibility studies necessary to the issuance <strong>of</strong><br />
such Series <strong>of</strong> Variable Rate Bonds; <strong>and</strong> (i) any other cost incurred in connection with the issuance <strong>of</strong> the Variable Rate<br />
Bonds that constitutes an “issuance cost” within the meaning <strong>of</strong> Section 147(g) <strong>of</strong> the Code.<br />
Credit Facility means a letter <strong>of</strong> credit, line <strong>of</strong> credit, st<strong>and</strong>by purchase agreement, municipal bond<br />
insurance policy, surety bond or other financial instrument which obligates a third party to pay or provide funds for<br />
the payment <strong>of</strong> the principal or purchase price <strong>of</strong> <strong>and</strong>/or interest on any Bonds <strong>and</strong> which is designated as a Credit<br />
Facility in the Supplemental Resolution authorizing the issuance <strong>of</strong> such Bonds. The initial Credit Facility for the<br />
2010A Bonds is the Letter <strong>of</strong> Credit <strong>and</strong> Reimbursement Agreement, dated as <strong>of</strong> February 1, 2010, by <strong>and</strong> among the<br />
<strong>Commission</strong>, the Trustee <strong>and</strong> JPMorgan Chase Bank, National Association, <strong>and</strong> the letter <strong>of</strong> credit issued thereunder.<br />
Credit Provider means the person or entity obligated to make a payment or payments with respect<br />
to any Bonds under a Credit Facility. The initial Credit Provider for the 2010A Bonds is JPMorgan Chase Bank,<br />
National Association.<br />
Credit Provider Bonds means any Variable Rate Bonds registered in the name <strong>of</strong> a Credit<br />
Provider, or its nominee or agent, pursuant to the 1991 Master Resolution.<br />
Credit Provider Interest Rate means the interest rate, not to exceed the maximum interest rate<br />
permitted by law, payable on Credit Provider Bonds <strong>of</strong> a Series <strong>and</strong> determined pursuant to the related Credit<br />
Facility.<br />
Draw means a request for payment in accordance with the terms <strong>of</strong> a Credit Facility, Alternate Credit<br />
Facility, Liquidity Facility or an Alternate Liquidity Facility, as the case may be; to “Draw” means to request such<br />
payment.<br />
Expiration Date means the stated expiration date <strong>of</strong> a Credit Facility, Alternate Credit Facility, a<br />
Liquidity Facility or Alternate Liquidity Facility, as the case may be, as it may be extended from time to time as<br />
provided therein, as the case may be, or any earlier date on which such Credit Facility, Alternate Credit Facility,<br />
Liquidity Facility or Alternate Liquidity Facility shall terminate, expire or be cancelled.<br />
Expiration Tender Date means the day five (5) Business Days prior to the Expiration Date.<br />
Electronic Means means telecopy, telegraph, telex, facsimile transmission, email transmission or<br />
other similar electronic means <strong>of</strong> communication <strong>of</strong> a written image, <strong>and</strong> shall include a telephonic communication<br />
promptly confirmed in writing or by electronic transmission <strong>of</strong> a written image.<br />
Event <strong>of</strong> Default means any one or more <strong>of</strong> the events described hereinafter under the caption<br />
“Events <strong>of</strong> Default”.<br />
Fiscal Year means the one-year period beginning on July 1 <strong>of</strong> each year <strong>and</strong> ending on June 30 <strong>of</strong> the<br />
succeeding year, or such other one-year period as the <strong>Commission</strong> shall designate as its Fiscal Year.<br />
C-3