AgdaPkt 2017-01-23 Closed and Joint

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-16- Obligations, in an amount equal to the total amount by which the Net Revenues would have been increased if such connections had been in existence during the whole of the most recent completed Fiscal Year or during any more recent twelve (12) month period selected by the City, all as shown by the certificate or opinion of an Independent Municipal Finance Consultant. In order to maintain the parity relationship of the Installment Payments to all Parity Obligations permitted under the 2017 Installment Purchase Contract, the City covenants that all payments in the nature of principal and interest with respect to any Parity Obligations, except with respect to Governmental Loans, will be structured to occur semi-annually on the Installment Payment Dates and in each year as such payments are due with respect to the 2017 Installment Payments, except with respect to Governmental Loans, will be structured to occur monthly, and to otherwise structure the terms of such Parity Obligations to ensure that they are in all respects payable on a parity with the 2017 Installment Payments and not prior thereto; provided that the City shall not make a payment on such Governmental Loan to the extent it would have the effect of causing the City to fail to pay 2017 Installment Payments on a timely basis. In such event, the City shall make 2017 Installment Payments and payments on such Governmental Loan on a pro rata basis. The term “Governmental Loan” means a loan from the State or the United States of America, acting through any of its agencies, to finance improvements to the Enterprise, and the obligation of the City to make payments to the State or the United States of America under the loan agreement memorializing said loan is on a parity basis with the payment of 2017 Installment Payments. Insurance; Net Proceeds; Condemnation Awards Insurance. Under the 2017 Installment Purchase Contract the City is required to procure and maintain insurance on the Enterprise with commercial insurers or through participation in a joint powers insurance authority, in such amounts, with such deductibles and against such risks (including accident to or destruction of the Enterprise) as are usually insurable in connection with similar enterprises. In the event of any damage to or destruction of the Enterprise caused by the perils covered by such insurance, the proceeds of such insurance shall be applied to the repair, reconstruction or replacement of the damaged or destroyed portion of the Enterprise. The City shall cause such repair, reconstruction or replacement to begin promptly after such damage or destruction shall occur and to continue and to be properly completed as expeditiously as possible, and shall pay out of the proceeds of such insurance all costs and expenses in connection with such repair, reconstruction or replacement so that the same shall be completed and the Enterprise shall be free and clear of all liens and claims. If the proceeds received by reason of any such loss shall exceed the costs of such repair, reconstruction or replacement, the excess shall be applied to the prepayment of 2017 Installment Payments and payments on any Parity Obligations. Alternatively, if the proceeds of such insurance are sufficient to enable the City to retire all outstanding Parity Obligations and the 2017 Installment Payments and all other amounts due under the 2017 Installment Purchase Contract and under the Indenture, the City may elect not to repair, reconstruct or replace the damaged or destroyed portion of the Enterprise, and thereupon such proceeds shall be applied to the prepayment of the 2017 Installment Payments as provided in the 2017 Installment Purchase Contract and to the payment of all other amounts due under the 2017 Installment Purchase Contract and under the Indenture, and as otherwise required by the documents pursuant to which such Parity Obligations were issued. 8.C. - Page 41