2009-12-02 - Laserfiche WebLink

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• Issuer shall pay to the Authority interest on the Bond on each April 15 and October 15 to and including the Disbursement Cut-Off Date. In addition to the payment of the principal and interest on the Bond,the Issuer shall be obligated to pay the Financing Fee to the Authority. The Financing Fee shall be payable in the same manner and on the same dates as interest on the Bond is due. The payment of the Financing Fee is expressly made subordinate to the payment of the principal of and interest on the Bond. The Issuer agrees that any delay in completion of the Project beyond the Disbursement Cut-Off Date shall not result in any extension of the date on which principal and interest payments are to be made on the Bond. The Bond shall be subject to redemption prior to maturity, shall be payable, and shall be as otherwise described in the Bond Ordinance. Interest on the Bond shall not be excludable from gross income for federal income tax purposes. 5. The Issuer recognizes that the Authority and the Commission shall be under no obligation to provide any funds to the Issuer other than the proceeds of the Bond and sales and use tax bonds to be issued by the Issuer in the maximum aggregate principal amount of $50,000,000. If, for any reason,the Issuer does not utilize the entire Bond proceeds, then in such event the Principal Amount of the Bond will be reduced to the amount actually withdrawn. Any reduction of the Bond pursuant to this provision shall result in pro rata reductions of the remaining installments of principal so that the weighted average life of the Bond immediately following any such reduction shall be substantially equal to the weighted average life of the Bond immediately prior to such reduction. The Authority agrees to accept, or cause the registered owner of the Bond to accept, a new Bond- from the Issuer reflecting the revised • payment schedule. . . 6. Subject to the terms and conditions and upon the basis of the representations herein set forth, the Authority hereby agrees to purchase the Bond from the Issuer in installments from time to time from moneys in the Revolving Loan Fund in an amount up to the Principal Amount, and the Issuer hereby agrees to sell the Bond to the Authority at a price of 100 percent of the Principal Amount of the Bond purchased from time to time. The purchase price for the Bond shall be paid in a series of advances in accordance with the provisions of paragraph 7. The initial advance of the purchase price shall take place at the Closing. At the Closing, the Issuer will deliver, or cause to be delivered, to the Authority a single typewritten bond, duly executed and authenticated, together with the other documents herein required, and the Authority will accept delivery and make the initial advance of the purchase price of the Bond by wire transfer of immediately available funds or by certified or official bank cashier's check as directed by the Issuer. The Authority shall have the option to terminate its obligation to purchase the Bond if the Closing does not occur by February 1,2010. 7. So long as the Issuer is in compliance with the terms and provisions of this Agreement and the Bond Ordinance,the representations and warranties of the Issuer made herein remain true and correct and the Project is under contract by February 17, 2010, the Authority agrees to make, and the Commission agrees to approve advances of the purchase price of the Bond ("Disbursements") from moneys in the Revolving Loan Fund as follows: • 3