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"Existing Lease Agreement" means the Lease Agreement, dated October 27, 2005,
<br />between the Assignee, as lessor and as assignee of the Authority, and the City, as lessee, the
<br />proceeds of which have been used to pay a portion of the costs of the Improvements.
<br />"Fiscal Year" means the twelve-month period beginning on July 1 of any year and
<br />ending on June 30 of the next succeeding year, or any other twelve-month period selected
<br />by the City as its fiscal year.
<br />"Independent Counsel" means an attorney duly admitted to the practice of law before
<br />the highest court of the state in which such attorney maintains an office and who is not an
<br />employee of the City, the Authority or the Assignee.
<br />"Improvements" means those improvements to be to be financed with the proceeds of
<br />the Lease Agreement and constructed on the Site more particularly described in Exhibit C
<br />to the Lease Agreement.
<br />"Interest Payment Date" means the 20th day of each April and October, commencing
<br />April 20, 2007.
<br />"Lease Agreement" means the Lease Agreement, dated March 30, 2007, by and
<br />between the Authority, as lessor, and the City, as lessee, together with any duly authorized
<br />and executed amendments thereto.
<br />"Lease Payments" means all payments required to be paid by the City pursuant to
<br />Section 4.4 of the Lease Agreement, including any prepayment thereof pursuant to Article
<br />X of the Lease Agreement, which payments consist of an interest component and a principal
<br />component.
<br />"Net Proceeds," when used with respect to insurance or condemnation proceeds,
<br />means any insurance proceeds or condemnation award paid with respect to the Property, to
<br />the extent remaining after payment therefrom of all expenses incurred in the collection
<br />thereof.
<br />"Permitted Encumbrances" means, as of any particular time: (a) liens for general ad
<br />valorem taxes and assessments, if any, not then delinquent, or which the City may, pursuant
<br />to provisions of Article V of the Lease Agreement, permit to remain unpaid; (b) the
<br />Assignment Agreement, (c) the Lease Agreement; (d) any right or claim of any mechanic,
<br />laborer, materialman, supplier or vendor not filed or perfected in the manner prescribed by
<br />law; (e) easements, rights of way, mineral rights, drilling rights and other rights,
<br />reservations, covenants, conditions or restrictions which exist of record as of the Closing
<br />Date and which the City certifies in writing will not materially impair the use of the
<br />Property; and (f) easements, rights of way, mineral rights, drilling rights and other rights,
<br />reservations, covenants, conditions or restrictions established following the date of
<br />recordation of the Lease Agreement (or a memorandum thereof) and to which the Assignee
<br />and the City consent in writing.
<br />"Property" means, collectively, the Site and the Improvements.
<br />"Rental Period" means each twelve-month period during the Term of the Lease
<br />Agreement commencing on May 2 in any year and ending May 1 in the next succeeding
<br />year.
<br />"Site" means that certain real property more particularly described in Exhibit A to
<br />the Site Lease and in Exhibit B to the Lease Agreement.
<br />Exhibit A
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