6.3. SR 05-07-2007 - Laserfiche WebLink

Home Browse Search

(b) Unless otherwise approved by Lessor, immediately after the Transaction, the resulting party will not be engaged in any trade or business other than the operation of the Project as herein permitted; (c) The successor Lessee shall provide to Lessor a Certificate executed by an Authorized Lessee Representative that such new Lessee has a net worth and revenues available to pay Basic Rent that are equal to or greater than the net worth and revenues of the original Lessee, immediately prior to the Transaction; and (d) Lessee shall cause to be delivered to Lessor an opinion of Bond Counsel to the effect that such Transaction shall not cause interest on the Bonds to be included in gross income for federal income tax purposes. If merger or sale or other transfer is made as provided in this Article, the provisions of this Article shall continue in full force and effect and no further merger or sale or other transfer shall be made except in compliance with the provisions of this Article. Section 10.03. Records and Inspection. Lessee shall maintain (i) copies of federal, state, municipal and other licenses and permits obtained by Lessee relating to the operation of the Project, (ii) annual audited financial statements reflecting the condition of Lessee, and (iii) all other documents, instruments, reports and records required by any provision of this Lease or by law relating to the Project or the affairs of Lessee. Lessor shall have the right to inspect all such materials, except any materials made private or confidential by federal or state law or regulation, to inspect the Project at all reasonable times and to make such copies and extracts as it may desire. At the request of Lessor, Lessee shall furnish to Lessor, at Lessee's expense, a copy of any such materials which are required by Lessor in the performance of its duties under the Bond Documents. Section 10.04. Further Assurances. Financing Statements. Preservation of Interest. At the request of Lessor, Lessee shall execute any financing statement or other instrument which, according to an Opinion of Counsel, is or may be required to carry out the intent of the parties as expressed in the Bond Documents. Lessee shall, at its sole expense, file or cause to be filed any financing statements under the Uniform Commercial Code or similar instruments deemed necessary by Lessor to perfect and continue the interest of Lessor in the Project, this Lease, and the payments to be made hereunder. Section 10.05. Observance of Bond Resolution Covenants and Terms. Lessee will not do, in any manner, anything which will cause or permit to occur any default under the Bond Resolution. Section 10.06. Nondiscrimination. Lessee covenants and agrees that, in respect to renting the Project, it shall not discriminate against any person on the basis of sex, affectional preference, marital status, race, color, creed, national origin, religious belief or status with regard to public assistance or disability. Section 10.07. Audit Expenses. Lessee agrees to pay any reasonable costs incurred by the City or Lessor as a result of the City's or Lessor's compliance with an audit, random or otherwise, by the Internal Revenue Service, the Minnesota Department of Revenue or the Minnesota Office of the State Auditor with respect to (i) Lessee's use of the Project, (ii) the status of the Bonds as "qualified 501(c)(3) bonds," or (iii) the status of Lessee as a Minnesota not-for-profit corporation or Section 501(c)(3) organization. 26