Common use of Termination/Reduction Clause in Contracts

Termination/Reduction. The City may voluntarily terminate the Letter of Credit at any time with 30 days prior written notice to the Bank; provided, however, that in the event the City elects to terminate or permanently reduce (excluding in connection with mandatory sinking fund redemptions) the Available Amount of the Letter of Credit prior to its Stated Expiration Date, the City shall pay to the Bank the Letter of Credit Fees that would be due and payable to the Bank through the Stated Expiration Date based on the Available Amount in effect on date of such termination or reduction less the Letter of Credit Fees already paid (the “Make-Whole Fee”) up to and including the termination or reduction date. The City will not be required to pay the Make-Whole Fee to the Bank if: (a) the Letter of Credit is terminated due to a downgrade of the short-term rating of the Bank below “P-1” by ▇▇▇▇▇’▇, “A-1” by S&P, or “F1” by Fitch; or (b) the Bonds are refunded from a source of funds that does not require a credit facility or analogous facility from a bank or financial institution, or the rate of interest on the Bonds is converted to a fixed rate or another interest rate mode that does not require a credit facility, a bank direct purchase facility, or an analogous facility from a bank or financial institution.

Termination/Reduction. The City may voluntarily terminate the any Letter of Credit at any time with 30 days prior written notice to the Bank; provided, however, that in the event the City elects to terminate or permanently reduce (excluding in connection with mandatory sinking fund redemptions) the Available Amount of the a Letter of Credit prior to its Stated Expiration Date, the City shall pay to the Bank the Letter of Credit Fees that would be due and payable to the Bank through the Stated Expiration Date based on the Available Amount in effect on date of such termination or reduction less the Letter of Credit Fees already paid (( the “"Make-Whole Fee”") up to and including the termination or reduction date. The City will not be required to pay the Make-Whole Fee to the Bank if: (a) the a Letter of Credit is terminated due to a downgrade of the short-term rating of the Bank below “P-1” by ▇▇▇▇▇’▇, “A-1” by S&P, or “F1” by Fitch; or (b) the related subseries of Bonds are is refunded from a source of funds that does not require a credit facility or analogous facility from a bank or financial institution, or the rate of interest on the related subseries of Bonds is converted to a fixed rate or another interest rate mode that does not require a credit facility, a bank direct purchase facility, or an analogous facility from a bank or financial institution.