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• EXHIBIT A -Definitions <br />For all purposes of this Contract, unless the context requires otherwise, the <br />following terms will have the following meanings: <br />"2010 Bonds" has the meaning ascribed to that term in the Trust Agreement. <br />"Additional Payments" means the reasonable and customary fees and expenses of <br />the Company or the Trustee, any of the Company's or the Trustee's expenses (including <br />attorneys' fees) in prosecuting or defending any action or proceeding in connection with <br />this Contract and any taxes or any other expenses, including, but not limited to, the <br />Company's administrative or legal costs (including costs of maintaining its existence and <br />good standing), licenses, permits, state and local sales and use or ownership taxes or <br />property taxes which the Company is required to pay as a result of this Contract, <br />inspection and reinspection fees, or any other amounts payable by the County as a result <br />of its covenants under this Contract, under the Deed of Trust or under the Trust <br />Agreement (together with interest that may accrue on any of the above if the County will <br />fail to pay the same, as set forth in this Contract). <br />"Amount Advanced" has the meaning assigned in Article I. <br />• "A ro riate Consultant" means one or more inde endent ublic acc unt <br />PP P p p o ants or <br />firms of public accountants, or architects or firms of architects, engineers or firms of <br />engineers, professional management consultants or firms of management consultants, or <br />such other independent persons, having (at the time retained for the purposes of this <br />Contract) a favorable reputation for skill and experience in an appropriate area of <br />expertise, as may be selected by the County and approved by the Company (which <br />approval will not be unreasonably withheld) from time to time to perform and carry out <br />the duties imposed on an Appropriate Consultant. <br />"Bonds" has the meaning ascribed to that term in the Trust Agreement. <br />"Budget Officer" means the County officer from time to time charged with <br />preparation of the draft County budget initially submitted to the County Board for its <br />consideration. <br />"Closing Date" means the date on which this Contract is first executed and <br />delivered by the parties, which the parties expect to be on or about December 21, 2010. <br />"Code" means the Internal Revenue Code of 1986, as amended, including <br />• regulations, rulings and revenue procedures promulgated thereunder or under the Internal <br />Revenue Code of 1954, as amended, as applicable to the County's obligations under this <br />23 <br />