Laserfiche WebLink
(7) Any investment the interest rate on which is variable and is established other than by <br />reference to a single index plus a fixed spread, if any, and which interest rate moves proportionately with <br />that index. <br />(8) Any investment described in paragraph (d) or (g) with, or guaranteed or insured by, a <br />Qualified Financial Institution described in clause (iv) of the definition of Qualified Financial Institution <br />if such institution does not agree to submit to jurisdiction, venue and service of process in the United <br />States of America in the agreement relating to the inveshnent. <br />(9) Any investment to which S&P has added an "r" or "t"highlighter. <br />"Person" shall mean any individual, corporation, limited liability company, partnership, joint <br />venture, estate, trust, unincorporated association, any federal, state, county or municipal government or <br />any bureau, department or agency thereof and any fiduciary acting in such capacity on behalf of any of <br />the foregoing. <br />"Pledged Revenues" shall mean the amounts pledged under this Funding Loan Agreement to the <br />payment of the principal of, prepayment premium, if any, and interest on the Funding Loan and the <br />Governmental Lender Notes, consisting of the following: (i) all income, revenues, proceeds and other <br />amounts to which the Governmental Lender is entitled (other than amounts received by the Governmental <br />Lender with respect to the Unassigned Rights) derived from or in connection with the Project and the <br />Funding Loan Documents, including all Borrower Loan Payments due under the Borrower Loan <br />Agreement and the Borrower Notes, payments with respect to the Borrower Loan Payments and all <br />amounts obtained through the exercise of the remedies provided in the Funding Loan Documents and all <br />receipts credited under the provisions of this Funding Loan Agreement against said amounts payable, and <br />(ii) moneys held in the funds and accounts established under this Funding Loan Agreement, together with <br />investment earnings thereon. <br />"Prepayment Premium" shall mean (i) any premium payable by the Borrower pursuant to the <br />Borrower Loan Documents in connection with a prepayment of the Borrower Notes (including any <br />Prepayment Premium as set forth in the Borrower Notes) and (ii) any premium payable on the <br />Governmental Lender Notes pursuant to this Funding Loan Agreement. <br />"Project" shall have the meaning given to that term in the Borrower Loan Agreement. <br />"Qualified Buyer" shall mean (a) a "qualified institutional buyer" within the meaning of Rule <br />144A promulgated under the Securities Act of 1933, as amended ("Rule 144A"), or (b) an "accredited <br />investor" as defined in Rule 501 promulgated under the Securities Act of 1933, as amended, and in either <br />case such buyer shall not be an Ineligible Purchaser. For purposes of this Funding Loan Agreement, any <br />accredited investor which is a natural person shall have: (i) individually or with his/her spouse a minimum <br />net worth of $5,000,000 and an individual annual income of not less than $750,000 in each of the two <br />most recent years or joint income with that person's spouse in excess of $1,000,000 in each of those years <br />and has a reasonable expectation of reaching the same income level in the current year; and (ii) retained, <br />.. . , <br />consulted with and relied upon the advice of a sophisticated investment advisor in connection with <br />his/her purchase of an interest in the Governmental Lender Notes. <br />"Qualified Financial Institution" shall mean any (i) bank or trust company organized under the <br />laws of any state of the United States of America, (ii) national banking association, (iii) savings bank, <br />savings and loan association, or insurance company or association chartered or organized under the laws <br />of any state of the United States of America, (iv) federal branch or agency pursuant to the International <br />Banking Act of 1978 or any successor provisions of law or a domestic branch or agency of a foreign bank <br />C:IUsersltadlDesktoplSanta Am HA Washington Place 9 <br />FLA.doc <br />DRAFT 11/28/12 8:39AM <br />