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transferee) under this Compliance Agreement. The Assumption Compliance Agreement shall <br />include the requirement that the transferee is subject to the Transfer restrictions described in <br />Section 11 of this Compliance Agreement. <br />"Bond Counsel" means a law firm of nationally recognized bond counsel who is <br />requested to deliver its approving opinion with respect to the issuance of and the exclusion from <br />federal income taxation of interest on the Bonds. <br />"Bond Term" means the period from. the Date of Issuance through the last Discharge Date <br />for any Bond. <br />"Bondholders" shall have the meaning given to such term in the Indenture. <br />"Compliance Agent" means any entity appointed by the Qualified Empowerment Zone to <br />act on its behalf to monitor compliance by the Owner with the terms of this Compliance <br />Agreement and to assist with the enforcement of the terms of this Compliance Agreement. <br />Notice of the appointment of a Compliance Agent shall be given by the Qualified Empowerment <br />Zone to the Owner. <br />"Compliance Period" means the greater of (a) the remainder of the period following the <br />Date of Issuance during which the zone designation for the Qualified Empowerment Zone is in <br />effect under Section 1391 of the Code or (b) the period that begins- on the Initial Testing Date <br />and ends on the earlier of (i) the weighted average maturity date of the Bonds or (ii) the last <br />Discharge Date for any Bonds; provided, however, that the Compliance Period shall never be <br />less than the Minimum Compliance Period. <br />"Correction Period" means the one-year period after a failure to comply with any <br />restrictions set forth in this Compliance Agreement is discovered. <br />".Date oflssuance" means April 14, 2000. <br />"Discharge Date" means for any Band. the date on which the Bond ceases to accrue <br />interest. <br />"Empowerment Zone Business" means (a) any Qualified Business Entity or (b) any <br />Qualified Proprietorship. <br />A business shall not fail to be treated as an Empowerment Zone Business during the <br />Startup Period if (i) as of the beginning of the Startup Period, it is reasonably expected that such <br />business will be an Empowerment Zone Business at the end of the Startup Period and (ii) such <br />business makes bona fide efforts to be an Empowerment Zone Business. <br />In addition, a business shall not fail to be treated as an Empowerment Zone Business for <br />any taxable year beginning after the Testing Period by reason of failing to meet any requirement <br />of a Qualified Business Entity or a Qualified Proprietorship if at least 35 percent of the <br />employees of such business for such year are residents of the Qualified Empowerment Zone. <br />The preceding sentence shall not apply to any business which is not a Qualified Business by <br />reason of its engaging in any Prohibited Activities. <br />06-4514.05 13 <br />