Agmt15 City of RWC Public Financing Authority Water Revenue Refunding Bonds

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�.. �_ ........ .. . ... ....... outside legal fees of any bond insurer relating thereto, if any, legal fees and charges, financial and othe� professional consultant fees, costs of rating agencies for credit ratings, fees for execution, transportation and safekeeping of Bonds and charges and fees in connection with the foregoing. °Delivery Costs Fund" means the fund of that name established by Section 3.02 hereof. "Depository" means (a) initially, DTC, and (b) any other qualified securities depository acting as Depository pursuant to Section 2.11 hereof. "Depository System Participant" means any participant in the Depository's book entry system. "DTC" means the Depository Trust Company, New York, New York, and its successors and assigns. "Event of Default" means an event of default described in Section 6.01 hereof. "Fair Market Value" means the price at which a willing buyer would purchase the investment f�om a willing seller in a bona fide, arm's length transaction (determined as of the date the contract to purchase or sell the investment becomes binding) if the investment is traded on an established securities market (within the meaning of section 1273 of the Code) and, othervvise, the term "Fair Market Value" means the acquisition price in a bona fide aRn's length transaction (as referenced above) if (i) the investment is a ce�tificate of deposit that is acquired in accordance with applicable regulations under the Code, (ii) the investment is an agreement with spec�cally negotiated withdrawal o� reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Code, (iii) the investment is a United States Treasury Security--State and Local Government Series that is acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or (iv) any commingled investment fund in which the Authority and related parties do not own more than a 10% beneficial interest therein if the return paid by the fund is without regard to the source of the investment. To the extent required by the applicable regulations under the Code, the term"investment"will include a hedge. °Federal Securities" (a) direct obligations (other than an obligation subject to variation in principal repayment) of the United States of America, (b) obligations fully and unconditionally guaranteed as to timely payment of the interest and principal by the United States of America, (c) obligations of any agency or instrumentality of the United States of America as to which the timely payment of the interest on and the principal of such obligations is backed by the full faith and credit of the United States of America, or (d) evidences of ownership of proportionate interests in future interest and principal payrnents on obligations described above held by a bank or trust company as custodian, under which the owner of the investment is the real party in interest and has the right to proceed directly and individually against the obligor and the underlying government obligations are not available to any person claiming through the custodian or to whom the custodian may be obligated. "Fiscal Year" means the twelve calendar month period terminating on June 30 of each year, or any other annual accounting period hereafter selected and designated by the Authoriry as its Fiscal Year in accordance with applicable law. 4