1987-139 - Laserfiche WebLink

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40 At the election of the Borrower, the Sinking Fund Installment due on any date shall be reduced by an amount equal to the aggregate principal amount of Bonds surrendered uncancelled by the Borrower to the Registrar and Paying Agent, purchased with amounts on deposit in the Principal Account or redeemed pursuant to Section 6(a), 6(b) or 6(e) of the Bonds prior to such date and not theretofore credited against a Sinking Fund Installment. In addition, at the written request of the Borrower and NkiC (i) so long as the Credit Facility is in effect (with the written consent of the Credit Facility Provided), or (ii) on any Fixed Rate Date on which a Fixed Rate Period extending to the maturity date of the Bonds begins, the Issuer may elect to increase or decrease the Sinking Fund Installment due on any date if there shall first be delivered to the Trustee (with a copy to the Registrar and Paying Agent), an opinion of Bond Counsel to the effect that such increase or decrease will not adversely affect the tax-exempt status, for federal income tax purposes, of interest paid on the Bonds. No such change in the Sinking Fund Installments shall be made if the effect of such change is to increase the average weighted maturity of the Bonds. Each such election shall be made by written notice signed by an Authorized Officer of the Issuer or Authorized Officers of the Borrower and NNC (as the case may be) and delivered to the Trustee and the Registrar and Paying Ao t nt aleast 45 days before the due date for payment of such Sinking Fund Installment, or such fewer number of days as shall be acceptable to the Registrar and Paying Agent. The Trustee shall deliver copies of the notices and opinion required by this paragraph to the Remarketing Agent, the Credit Facility Provider and each of the Rating Agencies. Notwithstanding the foregoing provisions of this Section, the amount of any Sinking Fund Installment due on any date may not be reduced to an amount less than the outstanding amount of Bonds that have been previously selected for redemption on such date pursuant to Section 2.03 hereof in connection with the establishment of a Fixed Rate Period for the Bonds. Section 2.05. Conditions Precedent to Delivery of Bonds. The Bonds shall be executed by the Issuer and delivered to the Registrar and Paying Agent, whereupon the Registrar and Paying Agent shall authenticate and deliver the Bonds upon the order of the Issuer, but only upon delivery to the Registrar and Paying Agent of an instrument executed by an Authorized Officer of the Trustee appointing the Registrar and Paying Agent as the agent of the Trustee for the purpose of realizing funds under the Credit Facility and a certificate of such Authorized Officer to the effect that, on or prior to such date, the Trustee has received the purchase price of the Bonds and each of: the following: (a) a written order, signed by an Authorized Officer of the Issuer, directing the authentication and delivery of the Bonds, describing the Bonds to be authenticated and delivered, designating the purchasers to whom the Bonds are to be delivered, stating the purchase price of the Bonds and stating that all items required by this Section are therewith delivered to the Trustee; (b) an opinion of Bond Counsel to the effect that (i) this Indenture creates the valid pledge of and the valid lien upon the Trust Estate that it purports to create, subject - 18 -