GOLD COAST BAKING COMPANY & CALIFORNIA INFRASTRUCTURE

Home Browse Search

to take any lawful action including amendment of this Compliance Agreement as may be necessary in the opinion of Bond Counsel to comply fully with all applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service from time to time pertaining to obligations issued under Section 1394 of the Cade and affecting the Project. (e) The Owner covenants and agrees to inform the Issuer and the Qualified Empowerment Zone by written notice of any violation of the Owner's obligations hereunder within 15 days of actual knowledge of any such violation. If any such violation is not corrected to the satisfaction of the Issuer and the Qualified Empowerment Zone within the period of time specified by the Issuer and the Qualified Empowerment Zone in any notice mailed to the Owner specifying a material violation of the Owner's obligations hereunder.(such period of time shall be within the Correction Period or such longer period as may be approved in an opinion of Bond Counsel addressed to the Issuer, the Qualified Empowerment Zone or the Owner as is necessary to correct the violation without loss of the exclusion from gross income for federal income tax purposes of interest on the Bonds, not to exceed any limitations set by applicable Treasury Regulations), without further notice, the Issuer and/or the Qualified Empowerment Zone shall declare a default under this Compliance Agreement effective on the date of such declaration of default, and upon such default, the Owner hereby agrees to pay to the Issuer or the Qualified Empowerment Zone an amount equal to any amounts necessary to fund a Remedial Action at no cost to the Issuer and the Qualified Empowerment Zone. (f) The Owner, the Issuer and the Qualified Empowerment Zone each acknowledge that the primary purpose for requiring compliance by the Owner with the restrictions provided in this Compliance Agreement is to preserve the exclusion from gross income for federal income tax purposes of interest on the Bonds to the Bondholders, and that the Qualified Empowerment Zone on behalf of the Bondholders, who are declared to be third party beneficiaries of this Compliance Agreement, shall be entitled for any breach of the provisions hereof, to all remedies both at law and in equity in the event of any default hereunder. Section 14. Compliance Agent of the Issuer and the Qualified Empowerment Zone. The Qualified Empowerment Zone shall have the right to appoint a Compliance Agent to carry out any of its duties and obligations hereunder, and shall inform the Owner and the Issuer of any such agency appointment by written notice. All reasonable fees and costs of an appointed Compliance Agent shall be paid directly by the Owner. Section 15. Tees The Owner covenants and agrees to pay to the Qualified Empowerment Zone for the duration of the term of this Compliance Agreement the Qualified Empowerment Zone's annual fee in the amount of $1,000 for each July 1 through June 30 during the term of this Compliance Agreement on July 1 of each year, commencing July 1, 2000. Section 16. Interpretation. Any terms not defined in this Compliance Agreement shall have the same meaning as terms defined in relevant sections of the Indenture, the Loan Agreement, the Code and Treasury Regulations thereunder. Section 17. Amendment, This Compliance Agreement may be amended by an instrument in writing duly executed by the Issuer, the Qualified Empowerment Zone and the 06-4514.05 10