RES 02047 - Laserfiche WebLink

Section 5.03. Prosecution and Defense of Suits. The City will promptly. upon request of the Trustee or any Owner, take such action from time to time as may be necessary or proper to remedy or cure any cloud upon or defect in the title to the Enterprise or any part thereof. whether now existing or hereafter developing, will prosecute all actions. suits or other proceedings as may be appropriate for such purpose and will indemnify and save the Trustee and every Owner harmless from all cost, damage. expense or loss. including attorneys' fees. which they or any of them may incur by reason of any such cloud. defect. action. suit or other proceeding, Section 5.04. Accounting Records and Statements. The Trustee will keep proper accounting records in which complete and correct entries shall be made of all transactions relating to the receipt, deposit and disbursement of the Debt Service Payments. and such accounting records shall be available for inspection by the City or any Owner or his or her agent duly authorized in wTiting on any Business Day upon reasonable notice at reasonable hours and under reasonable conditions prescribed by the Trustee. So long as any Bonds are Outstanding. the Trustee will furnish each month to the City and any O\mer who may so request in wTiting (at the expense of such Owner) a complete statement covering the receipts. deposits and disbursements of the Debt Service Payments for the preceding monthly period: provided. that the Trustee shall not be obligated to deliver an accounting for any fund or account that (i) has a balance of zero. or (ii) has not had any activity since the last reporting date. Section 5.05, Further Assurances. Whenever and so often as requested to do so by the Trustee or any Owner. the City will promptly execute and deliver or cause to be executed and delivered all such other and further assurances. documents or instruments and promptly do or cause to be done all such other and further things as may be necessary or reasonably required in order to further and more fully vest in the Trustee and the Owners all advantages. benefits. interests, powers. privileges and rights conferred or intended to be conferred upon them by this Indenture. Section 5.06. Against Encumbrances, The City hereby covenants that there is no pledge of or lien on Net Revenues senior to the pledge and lien securing the Bonds. The City will not make any pledge of or place any lien on the Net Revenues. provided that the City may at any tirne. or from time to time. pledge or encumber the Net Revenues in connection with the issuance or execution of Contracts. Parity Bonds or other obligations permitted by Section 1.11 hereof. or subordinate to the pledge of Net Revenues herein. Section 5.07. Against Sale or Other Disposition of Property. Subject to any assignrnent pursuant to Section 5,19 hereof. and except in the ordinary course of business. the City will not sell. lease. encumber or otherwise dispose of the Enterprise or any part thereof: provided however. any real or personal property which has become nonoperative or which is not needed for the efficient and proper operation of the Enterprise. or any material or equipment which has become worn out. may be sold or exchanged at not less than the fair market value thereof and the proceeds (if any) of such sale or exchange shall be deposited in the Revenue Fund ifless than $5.000 in a fiscal Year and otherwise in the Debt Service Account. -n- Pleasanton Cross Town Indenture (2).DOC