Fort Walton Beach Resolution — 82-22-Ind Revenue Bonds-Gator Distributors — reading text

occurring upon, in or about the Project affording pro- tection to the limit of not less than $ 100, 000 in respect of damage to the property of anyone owner: and G) Fidelity bonds collect or have custody on employees who of or access to Revenues in such amounts as ate of the Project customarily carried by like warehousing and distribution facili- ties of comparable size having comparable income. SECTION 6. 04. INSURANCE POLICY PROVISIONS. The proceeds of the insurance carried pursuant to the provisions of Section 6. 03 hereof shall be applied as provided in Section 7. 01 hereof. All such insurance shall be taken out and maintained in generally recognized responsible insurance companies organized under the laws of one of the states of the United States and qualified to do business in the State of Florida selected by the Company and reasonably acceptable to the Trustee. All pol icies evidencing 25  0 o such insurance shall provide that loss shall be payable to the Issuer, the Trustee and the Company as their respective interests may appear, and the pol icies or certificates thereof shall be deposited with the Trustee. Evidence of reduction in or cancella- tion of coverage under and evidence of renewal of all such poli- cies shall be furnished to the Trustee no less than thirty ( 30) days before the pol icies' respective reduct ion, cancellation or expiration dates. If a policy shall provide that the insurance benefits thereunder shall be payable through any period of grace beyond the stated expiration date, for the purposes of this Agreement such policyls expiration date shall be deemed to be the last day of such grace period, if the Company is not otherwise in default hereunder. . SECTION 6. 05. PAYMENT OF TAXES AND ASSESSMENTS. The Company will pay, as the become due, sameall taxes, assessments and governmental charges of any kind whatsoever that may at any time be lawfully assessed or levied against or with respect to the proj ect, the interest of the Company under this Agreement, the land described in Exhibit A and a~ y additional lands subsequently made a part of the Project, the machinery and equipment, if any, described in Exhibit B, or any machinery, equipment or other property installed or brought by the Company therein or thereon including, without limiting the generality of the foregoing, all ad valorem taxes lawfully assessed upon the real and personal property constituting the Project, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Project and all assessments and charges lawfully made by any governmental body for public improvements that may be secured by lien on the project, and any taxes which may lawfully be levied upon or with respect to the Revenues or receipts of the Company, except that with respect to special assessments or other govern- mental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are current and required to be paid while any of the Bonds shall remain Outstanding). If the Company shall first notify the Trustee of its inten- t ion so to do, the Company may in good fai th contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges so contested to remain unpaid during the period of such contest and during the applicable appeal period or the conduct of an appeal therefrom unless the Trustee shall notify the Company that, in the opinion of its counsel by non- payment of any such items the Project or any part thereof will be subject to immediate loss or forfei ture, in which event such taxes, assessments or charges shall be promptly paid by the Company. ' The Trustee by the Inden- ture agrees " to cooperate with the Company in any such, contest, provided that the Company shall advance all costs and expenses reasonably expected to be incurred by the Trustee against any risk, claims or liabilities arising out of any such efforts. 26  C) CJ The hereby agrees that any tax credi ts or tax deduc- Issuer t ions to which the Company may be enti tIed under the Internal Revenue Code or any applicable rules or regulations of the Internal Revenue Service with respect to any part of the Project shall be made available to the Company, and the Issuer will direct the Trustee upon indemnification as provided in Section 6. 07 hereof to and itself will cooperate with the Company in any effort by the Company to avail itself of any such tax credits or tax deductions, but neither the Issuer nor the Trustee shall have any responsibility liability for the or Companyls failure to receive any such tax credits or deductions. SECTION6. 06. ENFORCEMENT BY ISSUER AND TRUSTEE. In the event the Company shall fail to ( A) keep the Project in as reason- ably safe condition as its operating conditions will permit or keep the equipment, if any, in good repair and good operating condition, ( B) payor cause to be satisfied and discharged or removed any mechanics I or other liens filed or established against the Project, ( C) pay any lawful taxes, assessments or other governmental or utili ty charges, or ( D) maintain the required insurance or provide evidence of renewals of such insurance thirty 30) days before the expiration thereof, the Issuer or the Trustee may ( but shall be under no obligation to) take such action as may be necessary to cure such failure, including the advancement of amounts of money, and all amounts so advanced therefor by the Issuer or the Trustee shall become an additional obligation of the Company to the one making the advance, which amounts together with interest thereon at a floating rate adjusted daily of percent per annum above the rate borne by the Bonds from the respec- tive dates of the making of such advances, the Company agrees to pay on demand, so long as such rate does not exceed the highest rate permitted by applicable law. SECTION 6. 07. RELEASE AND INDEMNIFICATION COVENANTS. The Company releases the Issuer and the Trustee from and covenants and agrees that the Issuer and the Trustee shall not be liable for, and the Company agrees to indemnify and hold the Issuer and the Trustee harmless against, any loss or damage to property or any injury to or death of any person occurring on or about, or result- ing from any defect in, the property, the building, the equipment or the other improvements on the property, prov ided, that the indemnity provided in this sentence shall be effective only to the extent of any loss that may be sustained by the Issuer and the Trustee in excess of the net proceeds received from any insurance carried with respect to the loss sustained, and provided, further, that the indemnity shall not be effective for damages that result from wantonnegligence or intentional acts on the part of the Issuer or the Trustee or their respective agents or employees. To this end, the Company will provide for and insure, in the public liability policies required herein, not only its own liability in respect of the matters therein mentioned but also the liability herein assumed. 27  ARTICLE VII DAMAGE, DESTRUCTION AND CONDEMNATION 7. 01. SECTION OBLIGATION IN EVENT OF DAMAGE OR DESTRUCTION. So long anyasof the Bonds remain Outstanding under the terms of this Agreement, if the Project or any of the equipment, if any, is destroyed ( in whole or in part) or is damaged by fire or other casualty, the Company shall be obligated to continue to pay the Financing Payments upon the loan as specified in Section 4. 03 hereof. A)If the claim for loss resulting from such destruction or damage is not greater than $ 50, 000, the Company will promptly repair, rebuild or restore the property damaged or destroyed to substantially the same condition as it existed as of the comple- tion date of the Project, with such changes, alterations and modifications ( including the substitution and addition of other property) as may be desired by the Company in such a manner as will not impair operating unity'. or productive capacity or the value of the Project as a warehousing and distribution facility; and the Company will pay the- costs thereof arid will be entitled to retain all proceeds of insurance in respect of such claim. B) claim Iffor loss resul t ing from such destruction or damage is in excess of $ 50, 000, the Company shall promptly give written notice thereof to the Trustee. Unless the election provided in Section 7. 05 hereof has been made by the Company, all proceeds of insurance resultirig from claims for such losses shall be paid to and held by the Trustee in the Construction and Acqui- sition Fund, whereupon the Company will either: ( 1) proceed promptly to repair, rebuild or restore the property damaged or destroyed to substantially the same condition as existed as of the completion date of the Project, with such changes, alterations and modifications ( including the substitution and addition of other property) as may be desired by the Company and as will not materially impair operating unity or productive capacity or the value of the Project as a warehousing and distribution facility, in which case the Trustee will apply so much as may be necessary of the proceeds of such insurance to payment of the costs of such repairs, rebuilding or restoration either on completion thereof or as the work progresses, upon cert ificat ion by the Consul tant or the Authorized Company Representative as the Trustee may require, of such costs for work in place as provided in Section 2. 03 hereof and prov ided that the Trus tee has no knowledge of any defaul t which has occurred under this Agreement which has not been rem- edied; in the event said insurance proceeds are not sufficient to pay in full the costs of such repair, rebuilding or restoration, the Company will nonetheless complete the work thereof and will pay from its own funds that portion of the costs thereof in excess of the amount of insurance proceeds necessary to complete said 28