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custodian, sequestrator, conservator or similar official shall transfer, pursuant to directions issued <br />by or on behalf of the Bondholders, funds on deposit in any of the System Accounts upon the <br />occurrence and during the continuation of an Event of Default under this Agreement or an event <br />of default under the Bond Authorization Documents for application to the prepayment or <br />repayment of any principal amount of the Bonds other than in accordance with the provisions of <br />the Master Resolution. <br />“Base Case Financial Model” means a financial model prepared by the Borrower <br />forecasting the capital costs of the System (including the Project) and the rates, revenues, operating <br />expenses and major maintenance requirements of the System for time periods through the Final <br />Maturity Date and based upon assumptions and methodology provided by the Borrower and <br />acceptable to the WIFIA Lender as of the Effective Date, which model shall be provided to the <br />WIFIA Lender as a fully functional Microsoft Excel – based financial model or such other format <br />requested by the WIFIA Lender. <br />“Bond” has the meaning provided in the Master Resolution. <br />“Bond Authorization Documents” means the Master Resolution, each Supplemental <br />Resolution, each ordinance enacted by the City Commission for the purpose of authorizing Bonds <br />or other Obligations and each other agreement, instrument and document executed and delivered <br />pursuant to or in connection with any of the foregoing, including all loan agreements evidencing <br />SRF Loans and the FDEP Consent. <br />“Bondholder” has the meaning provided in the Master Resolution. <br />“Borrower” has the meaning provided in the preamble hereto. <br />“Borrower Fiscal Year” means (a) as of the Effective Date, a fiscal year of the Borrower <br />commencing on October 1 of any calendar year and ending on September 30 of the immediately <br />succeeding calendar year or (b) such other fiscal year as the Borrower may hereafter adopt after <br />giving thirty (30) days’ prior written notice to the WIFIA Lender in accordance with Section 15(f) <br />(Negative Covenants – Fiscal Year). <br />“Borrower’s Authorized Representative” means any Person who shall be designated as <br />such pursuant to Section 21 (Borrower’s Authorized Representative). <br />“Business Day” means any day other than a Saturday, a Sunday or a day on which offices <br />of the Government or the State are authorized to be closed or on which commercial banks are <br />authorized or required by law, regulation or executive order to be closed in New York, New York, <br />or in North Miami Beach, Florida. <br />“City Commission” means the City Commission of the Borrower, formerly known as the <br />City Council. <br />“Closing Certificate” has the meaning provided in Section 11(a)(viii) (Conditions <br />Precedent – Conditions Precedent to Effectiveness). <br />“Congress” means the Congress of the United States of America. <br />4 <br /> <br />