Orange County NC Website
45 <br /> has been given written notice of the occurrence and, to the extent permitted by law, <br /> an opportunity to participate in and seek, at the County's own expense, a final <br /> administrative determination by the Internal Revenue Service or determination by <br /> a court of competent jurisdiction (from which no further right of appeal exists) as <br /> to the occurrence of such Event of Taxability. For all purposes of this definition, the <br /> effective date of any Event of Taxability will be the first date as of which interest is <br /> deemed includable in the gross income of the Registered Owner of the 2022 Bonds. <br /> "Make Whole Prepayment Premium" with respect to a prepayment of the <br /> 2022B Bond means an amount equal to the present value of the difference between <br /> (1) the amount that would have been realized by the Lender on the prepaid amount <br /> for the remaining term of the loan at the rate for fixed-rate payers in U.S. Dollar <br /> interest rate swaps as quoted by Bloomberg (the "Swap Rate'l for a term <br /> corresponding to the term of the 2022B Bond, interpolated to the nearest month, if <br /> necessary, that was in effect three Business Days before the Closing Date and (2) the <br /> amount that would be realized by the Lender by reinvesting such prepaid funds for <br /> the remaining term of the loan at the Swap Rate for fixed-rate payers in U.S. Dollar <br /> interest rate swaps, interpolated to the nearest month, that was in effect three <br /> Business Days prior to the loan repayment date; both discounted at the same <br /> interest rate utilized in determining the applicable amount in (2). Should the <br /> present value have no value or a negative value, the County may repay with no <br /> additional fee. Should Bloomberg no longer release rates for fixed-rate payers in U.S. <br /> Dollar interest rate swaps, the Lender may substitute the Bloomberg index for rates <br /> for fixed-payers in U.S. Dollar interest rate swaps with another similar index as <br /> determined by the Lender. The Lender shall provide the County with a written <br /> statement explaining the calculation of the premium due, which statement shall, in <br /> absence of manifest error, be conclusive and binding. <br /> Partial prepayments may be made subject to a prepayment charge based <br /> upon the same calculation methodology described above. Any partial prepayment <br /> shall be applied to installments of principal in the inverse order of maturity and <br /> shall not postpone the due dates of, or relieve the amounts of, any scheduled <br /> installment payments due hereunder. Any amounts repaid hereunder may not be re- <br /> borrowed. For purposes of this provision, the term Business Day shall mean any day <br /> other than a Saturday or Sunday or other day on which the Lender is authorized or <br /> required to close. <br /> 20 <br />