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Official Statement Airport Commission City and County of San ...

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Upon receipt from the Trustee <strong>of</strong> the immediately available funds from a Credit Facility which are<br />

transferred to the Paying Agent pursuant to the 1991 Master Resolution, the Paying Agent shall deposit such money<br />

in the Series 2010A Credit Facility Purchase Account for application to the Purchase Price <strong>of</strong> such 2010A Bonds to<br />

the extent that the moneys on deposit in the Series 2010A Remarketing Proceeds Account shall not be sufficient.<br />

Any amounts deposited in the Series 2010A Credit Facility Purchase Account for 2010A Bonds <strong>and</strong> not needed with<br />

respect to any Purchase Date or M<strong>and</strong>atory Purchase Date for the payment <strong>of</strong> the Purchase Price for any such 2010A<br />

Bonds shall be immediately returned to the Credit Provider<br />

Issuance <strong>of</strong> Variable Rate Bonds<br />

The Supplemental Resolutions authorize the issuance <strong>of</strong> one or more Series <strong>of</strong> Variable Rate<br />

Bonds under the 1991 Master Resolution, in the aggregate principal amounts specified in the applicable Series Sale<br />

Resolutions. Variable Rate Bonds are authorized to be issued in the Auction Mode, Commercial Paper Mode, Daily<br />

Mode, Fixed Rate Mode, Weekly Mode or Term Rate Mode (all as defined in the 1991 Master Resolution). This<br />

<strong>Official</strong> <strong>Statement</strong> only contains information concerning the 2010A Bonds while in a Weekly Mode. Holders <strong>and</strong><br />

Potential Owners <strong>of</strong> the 2010A Bonds should not rely on this <strong>Official</strong> <strong>Statement</strong> for information concerning a change <strong>of</strong><br />

the 2010A Bonds to any Mode other than the Weekly Mode, but should look solely to the <strong>of</strong>fering documents to be used<br />

in connection with any such Mode change for a description <strong>of</strong> any other Mode.<br />

For a description <strong>of</strong> the procedures for the determination <strong>of</strong> the interest rate, the procedures for a change in<br />

Mode, the redemption provisions, the m<strong>and</strong>atory tender provisions <strong>and</strong> the optional tender provisions for any Series <strong>of</strong><br />

2010A Bonds in the Weekly Mode, see “DESCRIPTION OF THE 2010A BONDS – Weekly Mode Provisions” “ –<br />

Redemption Provisions” <strong>and</strong> “ – Purchase Upon Dem<strong>and</strong> <strong>of</strong> Owners; M<strong>and</strong>atory Tender for Purchase” in this<br />

<strong>Official</strong> <strong>Statement</strong>.<br />

Mode Change<br />

Subject to the provisions <strong>of</strong> the 1991 Master Resolution, the <strong>Commission</strong> may change the 2010A<br />

Bonds from the Weekly Mode to another Mode.<br />

Changes from Weekly Mode<br />

Subject to the provisions <strong>of</strong> the 1991 Master Resolution, the <strong>Commission</strong> may change the 2010A<br />

Bonds from the Weekly Mode to another Mode (except for the Fixed Rate Mode or the Auction Mode which are<br />

described under the caption “–Change to Fixed Rate Mode” <strong>and</strong> “–Change to Auction Mode”), as follows.<br />

No later than the 45th day (or such shorter time as may be agreed to by the <strong>Commission</strong>, the<br />

Trustee, the Paying Agent <strong>and</strong> the Remarketing Agent) preceding the proposed Mode Change Date, the <strong>Commission</strong><br />

will give written notice to the Notice Parties <strong>of</strong> its intention to effect a change in the Mode from the Mode then<br />

prevailing (the “Current Mode”) to another Mode (the “New Mode”) specified in such written notice as provided in<br />

the 1991 Master Resolution, <strong>and</strong>, if the change is to a Term Rate Mode, the length <strong>of</strong> the initial Interest Period as set<br />

by the <strong>Commission</strong> <strong>and</strong> whether or not the 2010A Bonds to be changed to the Term Rate Mode will be secured by a<br />

Credit Facility (if it will be secured, then the initial Interest Period for the 2010A Bonds selected by the <strong>Commission</strong><br />

cannot extend beyond the Expiration Tender Date). Notice <strong>of</strong> the proposed change in Mode is required to be given<br />

to the Owners as described under “DESCRIPTION OF THE 2010A BONDS–Optional <strong>and</strong> M<strong>and</strong>atory Tenders for<br />

Purchase –M<strong>and</strong>atory Purchase on Mode Change Date” in this Remarketing Memor<strong>and</strong>um.<br />

Prior to the effectiveness <strong>of</strong> any Mode change, the following conditions are required to be<br />

satisfied: (i) the Mode Change Date is required to be a Business Day; <strong>and</strong> (ii) delivery <strong>of</strong> the following to the<br />

Trustee, the Paying Agent <strong>and</strong> the Remarketing Agent, on or prior to the Mode Change Date: (a) in the case <strong>of</strong> a<br />

change to a Term Rate Mode, a Favorable Opinion <strong>of</strong> Bond Counsel dated the Mode Change Date <strong>and</strong> addressed to<br />

the Trustee, the Paying Agent <strong>and</strong> the Remarketing Agent; (b) a Rating Confirmation Notice; <strong>and</strong> (c) a Credit<br />

Facility <strong>and</strong>/or a Liquidity Facility providing, collectively, for the payment <strong>of</strong> principal <strong>of</strong>, premium, if any, interest<br />

on, <strong>and</strong> Purchase Price <strong>of</strong> the 2010A Bonds with a principal component equal to the principal amount <strong>of</strong> the 2010A<br />

Bonds being changed, with an interest component in the case <strong>of</strong> such Credit Facility <strong>and</strong>/or Liquidity Facility equal<br />

C-30

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