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(b) such collateral is not subject to liens or claims of third <br /> parties, and (c) such collateral has a market value (determined at <br /> least once every 14 days) at least equal to 100% of the amount <br /> invested in the repurchase agreement; <br /> (v) certificates of deposit, time deposits or demand <br /> deposits with any bank or savings institution qualified as a <br /> depository of public funds in the State of Washington, including <br /> the Trustee or any affiliate thereof, provided that such certifi- <br /> cates of deposit, time deposits or demand deposits, if not insured <br /> by the Federal Deposit Insurance Corporation or the Federal Savings <br /> and Loan Insurance Corporation or similar governmental insurance <br /> organization, are fully secured by obligations described in clauses <br /> (i) , (ii) , or (iii) ; <br /> (vi) Shares of a money market mutual fund or other <br /> collective investment fund registered under the Federal Investment <br /> Company Act of 1940, whose shares are registered under the Federal <br /> Securities Act of 1933 , having assets of at least $100, 000, 000, <br /> whose only assets are obligations described in clauses (i) , (ii) , , <br /> (iii) and (iv) of this definition of Qualified Investments and <br /> which, at the time of purchase, are rated by S&P and Moody's in one <br /> of the two highest categories (without regard to any refinement or <br /> gradation of rating category by numerical modifier or otherwise) <br /> for obligations of that nature. <br /> "Special Counsel" means the law firm of Preston Thorgrimson <br /> Shidler Gates & Ellis, or any other nationally recognized bond <br /> counsel firm acceptable to the City and the Trustee. <br /> "Trust Estate" means all right, title and interest in the <br /> Ground Lease, Lease and Improvements transferred, conveyed, sold <br /> and assigned to the Trustee in trust for the benefit of the <br /> Underwriter and the Owners of the Certificates from time to time, <br /> as set forth in Section 2 . 01 hereof. <br /> "Trustee" means Security Pacific Bank Washington, N.A. , or any <br /> successor thereto, in its capacity as trustee, paying agent and <br /> registrar hereunder. <br /> "Underwriter" means <br /> as initial Owner of the Certificates or any successor thereto. <br /> Section 1. 02 . Rules of Construction. <br /> (a) The words "hereof, " "herein," "hereto, " "hereby" <br /> and "hereunder" (except in the form of Certificate) refer to the <br /> entire Agreement. <br /> C-6 KR173 92/01/27 <br />