FULL AGENDA_2018-12-18 (2) - Laserfiche WebLink

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EXHIBIT 1 provisions of this Regulatory Agreement. In the event that the Issuer appoints a Program Administrator to administer the provisions of this Regulatory Agreement, the fees and expenses of such Program Administrator shall be payable from the annual administration fee payable hereunder; provided, however, in the event that the fees and expenses of such Program Administrator are in excess of the annual administration fee set forth above, the Borrower shall be liable for and shall pay such excess directly to such Program Administrator. During any period in which a property tax exemption with respect to the Project is in effect, in addition to the administration fee set forth in the preceding paragraph, the Borrower shall pay semi-annually to the Issuer on June 15 and December 15 of each year subsequent to receiving such property tax exemption, commencing on such June 15 or December 15 immediately succeeding the granting of such property tax exemption, an annual amount equal to $20,350.00 (such amount being equal to .25% of the original aggregate principal amount of the Bonds). In the event that the Bonds are prepaid in part or in full prior to the end of the term of this Regulatory Agreement, the Issuer's fee for the remainder of the term of this Regulatory Agreement, at the option of the Issuer, shall either continue to be paid as set forth in the second sentence of this Section 17 or be paid by the Borrower at the time of the prepayment of the Bonds in a lump sum amount equal to the present value (based on a discount rate equal to the yield on the Bonds, as determined by the Issuer at the time of prepayment) of the Issuer's fee for the number of years remaining under this Regulatory Agreement. In addition, the Borrower shall pay to the Issuer a late fee of $625 per month for each month that the Borrower is delinquent in meeting the reporting requirements of paragraphs (b), (c), (d) and (f) of Section 4 and paragraph (b) of Section 4A and if the Borrower fails to cure such delinquency within 30 days of the date such delinquency first occurs. In connection with the retiring of the Bonds in 2012, Issuer hereby acknowledges receipt from Borrower of a lump sum payment of the Issuer's fee set forth in the second sentence of this Section 17, as provided in the fourth paragraph of this Section 17. Section 18. Governing Law. This Regulatory Agreement shall be governed by the laws of the State of California. Except as expressly provided herein and in the Agreement, the Trustee's rights, duties and obligations hereunder are governed in their entirety by the terms and provisions of the Indenture. Section 19. Amendments. (a) Except as provided in Section 7(a) hereof, this Regulatory Agreement may be amended only by a written instrument executed by the parties hereto or their successors in title, and duly recorded in the real property records of the County, and only upon (i) receipt by the Issuer and the Trustee of an opinion from Bond Counsel that such amendment will not adversely affect the Tax -Exempt status of interest on the Bonds and is not contrary to the provisions of the Act and (ii) the written consent of the Lender, who shall receive a copy of any such amendment. (b) Anything to the contrary contained herein notwithstanding, the Issuer, the Trustee and the Borrower hereby agree to amend this Regulatory Agreement to the extent required, in the opinion of Bond Counsel, in order that interest on the Bonds remains Tax -Exempt. The parties requesting such amendment shall notify the other parties to this Regulatory Agreement of the proposed amendment, with a copy of such proposed amendment to Bond Counsel and a request that Bond Counsel render to the Issuer and the Trustee an opinion as to the effect of such proposed in 4-22