Agmt15 Raymond James and Assoc. Port of RWC sale of refunding bonds

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. by Net Revenues on a parity with,or senior to, the Bonds,the Contracts,and the Parity Repayment Obligations;provided, that the Port may at any time issue any Subordinate Obligations. Section 4.4. Against Sele of Propertv. The Port will not sel) or otherwisc dispose of property or any part thereof essential to the proper operation of the Enterprise or to the maintenance of th� Net Revenues unless the Bonds have been fully paid or provision has b�en made therefor in accordance with Article VI I I hercof,or unless the Port delivers to the Trustee prior to such disposition a certificate of a Consultant to the effect that notwithstandingsuch disposition,but taking into account the use of such proceeds in accordance with the expectations of the Port as evidenced by a cerlificate of thc Port's Port Manager, the Consultant estimatcs that the Port will be in compliance with Section 4.8{b)of tl�is lndenture during each of the five Fisea)Years immediately fol lowing such disposition. Section 4.5, Maintenance and Operation of Port Enterprise. The Port will maintain and prescrve the Enterprise in good repair and working order at all times from the Revcnues or other funds available for such purpose,and will operate the Enlerprise in an efficient and eeonomical manner. The Port will,from time to time,duly pay and dischargc,or cause to be paid and discharged, any taxes, assessments or other governmental charges lawfully imposed upon the Port, or upon the revenue from the operation thereof,when the same shnll become due,as well as any Iawful claim for labor,materials or supplies which, if unpaid, mibht by law become a lien or charge upon the Port or such rcvcnue,or which might impair the security of thc Bonds. Notwithstanding the fore�oing, the Port need not pay or discharge any tax,assessment or other govemmental charge,or claim for labor, materials or supplies, if and so long as the Port shall contest the validity or application thereof in good faith. The Port will continuousiy operate tl�e Enterprise so that all lawful orders of any governmental agency or authority having jurisdiction in the premises shall be complied with, but the Port shall not be required to comply with any such orders so long as the validity or application thereof shall be contested in good faith. Section 4.6. 1 nsurance. (a) The Port witl procure and maintain at atl times while any of the Bonds shall be Outstanding insurancc on the Enterprise against such risks(including accident to or destruction of the Enterprise)as are usually insured in connection with operations similar to the Enterprise and, to the extent such insurance is available for reasonable premiums from a reputable insurance company,such insurance shall be adequate in amount and, as to the risks insured against, shall be maintained with responsible insurers;providec� that such insurance coverage may be satisfied under a self-insurance program which is actuariallysound. (b) The Port shell procure and maintain or cause to be procured and maintained public liability insurance covering claims a�ainst the Port (including its directors, officers and employees) for bodily injury or death, or damage to property occasioned by reason of the PorYs operations, including any use of the Enterprise,and such insurance sl�all afford p�•otection in such amounts as are�sually covered in connection with operations similar to the Enterprise;p�bvided, that such insurance covcrage may be satisfied under a sclf-insurancepro6ram which is actuarially sound. 7'he Trustce shall not be responsible for the adequacy or sufficiency of such insurance. l2(194.912293 I.0005 33