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<br />"Agreement" means this Loan Agreement and any and all modifications, alterations, <br />amendments and supplements hereto made in accordance with the provisions hereof. <br /> <br />"Annual Debt Service Requirement" means for a given Fiscal Year the amount required <br />to pay the principal of and interest coming due on the Bond during that Fiscal Year. <br /> <br />"Bond Counsel" means Greenberg Traurig, P.A. or other counsel experienced in matters <br />relating to the validity of, and the exclusion from gross income for federal income tax purposes <br />of interest on, obligations of states and their political subdivisions. <br /> <br />"Bond Payment Date" means each May 1 and November 1 of each year, commencing <br />May 1,2012. <br /> <br />"Bond" means the City of Sunny Isles Beach, Florida Capital Improvement Revenue and <br />Revenue Refunding Bond, Series 2011, issued pursuant to this Agreement. <br /> <br />"Business Day" means any day which is not a Saturday, Sunday or legal holiday in <br />Miami, Florida. <br /> <br />"City Manager" means the City Manager of the City. <br /> <br />"Clerk" means the Clerk or any Deputy Clerk of the City. <br /> <br />"Code" means the Internal Revenue Code of 1986, as amended, including the applicable <br />regulations of the Department of the Treasury (including applicable final regulations, temporary <br />regulations and proposed regulations), the applicable rulings of the Internal Revenue Service <br />(including published Revenue Rulings and private letter rulings) and applicable court decisions. <br /> <br />"Dated Date" means the date of issuance of the Bond. <br /> <br />"Event of Default" shall mean an event of default specified III Article VIII of this <br />Agreement. <br /> <br />"Fiscal Year" means the period commencing on October 1 of each year and ending on the <br />succeeding September 30, or such other consecutive 12-month period as may be hereafter <br />designated as the fiscal year of the City pursuant to general law. <br /> <br />"Governing Body" means the City Commission of the City, or its successor in function. <br /> <br />"Half-Cent Sales Tax" means the net sales tax revenue authorized by the Florida <br />legislature from state-shared revenue sources which are distributed to counties and municipalities <br />(as described in the Half-Cent Sales Tax Program), whether levied in the amounts prescribed by <br />the Half-Cent Sales Tax Program or in any other amounts and whether imposed either by <br />amendment to the Half-Cent Sales Tax Program or otherwise. <br /> <br />"Half-Cent Sales Tax Program" means all proceedings imposing the Half Cent Sales Tax, <br />including Section 212.20(6) and Chapter 218, Florida Statutes, as the same may be amended or <br />supplemented from time to time. <br /> <br />2 <br /> <br />MIA 182,189,515v6 11-2-11 <br />