Resolutions - Jersey City

of the Program Bonds are repaid. Interest is payable to the Improvement Authority at theprincipal corporate trust office of the Trustee. Overdue principal of, and, to the extent permittedby law, interest on this Bond shall bear interest, payable on demand, at the Default Rate (asdefined in the Resolution). Upon the occurence of an Event of Default by the ImprovementAuthority under the terms of the Resolution in connection with the Program Bonds, or in theevent of default in any payments of principal of or interest on this Bond which are not cured bythe issuer of the Credit Facility (the "Bank") (as such terms are defined in the Resolution) in itssole and absolute discretion, then the Trustee may by notice to the City accelerate the principalamount of this Bond all as provided in the Resolution. The Bank, pursuant to the Resolution,may elect to prepay such defaulted amounts on behalf of the City and to accelerate the City'spayment obligation under the terms of this, Bond. Immediately upon any such acceleration, theTrustee, on behalf of the Improvement Authority shall assign this Bond to the issuer of the CreditFacility by executing the Assignment on the reverse hereof. The interest rate on this Bond, fromthe date of such assignment, shall be (i) for thè first 30 Dollar Days of Advances (as such termsare defined in the Letter of Credit and Reimbursement Agreement) equal to the Ban's PrimeRate in effect from time to time, and (ii) for all advances thereafter, equal to one percent perannum above the Prime Rate in effect from time to time (the Ban's Prime Rate shall be the rateof interest anounced publicly or quoted by the Ban from time to time as the Ban's prime rateand as a base rate for calculating interest on certain loans). The City fuher agrees to repay itsproportionate share of the Costsof Issuance (calculated pursuant to the terms of the Resolutionas if this Bond were prepaid in full on the date of such assignment). Any amounts paid by theBan on behalf of the City shall be repaid to the Ban on demand with interest thereon at theDefault Rate and such payments by the Ban shall not in any manner decrease or satisfy theobligations of the City. The principal of and interest on this Bond may also be accelerated by theTrustee by notice to the City if one or more of the following shall have occurred or becontinuing:1) Any misrepresentation of the City in the Bond Purchase Agreement with theImprovement Authority;2) Any banptcy or act of insolvency of the City;3) Any acceleration of the Improvement Authority's Program Bonds;4) Any other Events of Default which are provided for in the ImprovementAuthority's Resolution;5) Any default in theobligations~ofthe City hereunder;6) Any other event which is set forth in Section 3 .02(b)( viii) of the Letter of Creditand Reimbursement Agreement.The principal of and interest on this Bond are payable in lawfl money of the UnitedStates of America and in imediately available fuds.This bond is one of the duly authorized issue of bonds and is issued pursuant to the LocalBond Law of the State of New Jersey and is one of the General Improvement Bonds referred toin a resolution, of the City duly adopted on (July 24, 2009) and entitled, "(Resolution Providingforthe Combination of Certain Issues of General Improvement Bonds of the City of Jersey City,in the County of Hudson, New Jersey Into a Single Issue of Bonds Aggregating $2,000,000 in37902-003 356495.1