2008-11-01 - Laserfiche WebLink

Home Browse Search

• This Bond is the single bond comprising a series of Bonds in the aggregate principal amount of not to exceed $100,000,000 (the 'Bonds"), issued for the purpose of financing the cost of acquiring,constructing and equipping an industrial project within the boundaries of the Issuer(the "Project"), for use by Scroll Compressors LLC, a Delaware limited liability company (the "Company"),and paying the expenses of issuing the Bonds. The Bonds are all issued under and are all equally and ratably secured and entitled to the protection given by a Trust Indenture dated as of December 1,2008 (the"Indenture"),duly executed and delivered by the Issuer to the Trustee. The Indenture provides that the Issuer may hereafter issue Additional Bonds from time to time under certain terns and conditions contained in the Indenture and, if issued, such Additional Bonds will be equally and ratably secured by and entitled to the protection of the Indenture. Reference is hereby made to the Indenture and all indentures supplemental thereto for the provisions,among others,with respect to the nature and extent of the security, the rights, duties and obligations of the Issuer, the Trustee and the registered owners of the Bonds,and the terms upon which the Bonds are issued and secured. The terms and conditions of the financing of the Project, the use of the proceeds of the Bonds by the Company for such purpose, and the payment of certain amounts thereunder, are contained a Lease Agreement dated as of December 1, 2008 (the "Lease Agreement"), by and between the Issuer and the Company. The Bonds are issued pursuant to and in full compliance with the laws of the State of Arkansas,particularly Title 14,Chapter 164,Subchapter 2 of the Arkansas Code of 1987 Annotated (the"Act'),and pursuant to an ordinance of the Issuer which authorized the execution and delivery • of the Indenture. The Bonds and the interest thereon do not constitute an indebtedness of the Issuer within the meaning of any constitutional or statutory limitation. The Bonds are not general obligations of the Issuer but are special obligations payable solely from revenues derived from the Lease Agreement. The Lease Agreement provide for lease payments by the Company in amounts sufficient to provide for the payment of the principal of and interest on the Bonds as due and payable. Provision has been made in the Lease Agreement for such payments to be paid directly to the Trustee and deposited in a special account of the Issuer designated"Taxable Industrial Development Revenue Bond Fund-Scroll Compressors LLC Project,"and such payments have been duly assigned to the Trustee for that purpose. All the rights and interest of the Issuer in and to the Lease Agreement(except for certain rights specified in the Indenture)have been assigned under the Indenture to the Trustee to secure the payment of the principal of and interest on the Bonds. The owner of this Bond shall have no right to enforce the provisions of the Indenture or to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Indenture, or to institute, appear in and defend any suit or other proceeding with respect thereto, except as provided in the Indenture. In certain events, on the conditions, in the manner and with the effect set forth in the Indenture,the principal of this Bond may be declared and may become due and payable before the stated maturity thereof, together with accrued interest thereon. 46