Agenda - Council - 08/13/2013 - Laserfiche WebLink

Home

reliance upon the representations herein set forth or incorporated by reference, the Underwriter hereby agrees to purchase from the Issuer upon the terms and conditions set forth herein and the Issuer hereby agrees to sell to the Underwriter the Charter School Lease Revenue Bonds (PACT Charter School Project) Series 2013A of the Issuer in the aggregate original principal amount of $ and the Taxable Charter School Lease Revenue Bonds (PACT Charter School Project) Series 2013B of the Issuer in the aggregate original principal amount of $ * (collectively, the "Bonds") (the Bonds being more fully described in Schedule I hereto, the Indenture and the Official Statement hereinafter mentioned). The proceeds of the Bonds shall be loaned to the Bon-ower for the purpose of refinancing certain outstanding bonds and providing new financing for acquiring, constructing, and equipping certain public schoolhouse facilities located in Forest Lake, Minnesota, and paying certain costs of issuance (the "Project"). The expenses of selling the Bonds shall be paid as provided in Section 7 hereof. The Bonds shall be as described in the Official Statement hereinafter mentioned, and shall be issued and secured pursuant to the resolution of the Issuer adopted on , 2013 (the "Resolution") approving the Bonds, the Indenture hereinafter mentioned, the Loan Agreement hereinafter mentioned, this Bond Purchase Agreement and certain related instruments. The Bonds shall be issued pursuant to a certain Indenture of Trust, dated as of , 2013 (the "Indenture") between the Issuer and Wells Fargo Bank, National Association, as trustee (the "Trustee"). In connection with the issuance of the Bonds, the Borrower will enter into a Loan Agreement dated as of , 2013 with the Issuer (the "Loan Agreement"). Terms not defined herein shall have the meaning given thereto in the Indenture. The Bonds will be secured by a Mortgage, Security Agreement and Assignment of Rents dated as of , 2013 between the Trustee and the Borrower (the "Mortgage"). The Project will be leased by the Borrower to the School pursuant to a Lease Agreement dated as of , 2013 (the "Lease"). The Lease will be assigned by the Borrower to the Trustee as additional security on the Bonds (the "Lease Assignment"). Certain of the proceeds of the Bonds will be disbursed in accordance with a Disbursing Agreement dated as of 2013 among the Trustee, the Borrower, and the title company named therein (the "Disbursing Agreement"). Pursuant to a Pledge and Covenant Agreement dated as of , 2013 (the "Pledge Agreement") from the School, the School shall pledge certain revenues and assets to the Trustee as additional security for the Bonds. The Company and the School have also entered into a Tax Regulatory Agreement with the Issuer and the Trustee, dated as of , 2013 (the "Tax Regulatory Agreement"). It is understood and agreed that the Bonds and the interest thereon are special limited obligations of the Issuer payable solely from revenues provided by the Borrower or amounts paid pursuant to the Loan Agreement and amounts held in various funds and accounts as provided in the Indenture and shall never constitute a general indebtedness of the Issuer within the meaning of any state constitutional or statutory provision and do not give rise to a general or moral obligation of the Issuer, the State of Minnesota (the "State"), or any of its political subdivisions, and do not constitute a charge against the Issuer's property, general credit or taxing powers. 2. Official Statement. (a) The Borrower and the School shall deliver or cause to be delivered to the Underwriter, promptly upon the completion thereof, copies of the Official Statement of the Borrower relating to the Bonds (the "Official Statement"), signed on behalf of the Borrower by -2-