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

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THIS AMENDED AND RESTATED MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF RENTS, dated as of 1, 2013 (this "Mortgage"), is made between PCS BUILDING COMPANY, a Minnesota nonprofit corporation organized and existing under the laws of the State of Minnesota (the "Company" or the "Mortgagor"), as mortgagor, and Wells Fargo Bank, National Association, a national banking association (the "Trustee" or the "Mortgagee"), as mortgagee. This Mortgage is for the benefit of the Trustee and for the registered owners of the Bonds (defined below). WITNESSETH: WHEREAS, the City of Ramsey, Minnesota (the "City") previously issued its Lease Revenue Bonds, (PACT Charter School Project) Series 2004A (the "Prior Series A Bonds") and its Taxable Lease Revenue Bonds (PACT Charter School Project) Series 2004B (the "Prior Series B Bonds" and together with the Prior Series A Bonds, the "Prior Bonds"), with a final maturity date of December 1, 2033 for the Series A Bonds and December 1, 2007 for the Series B Bonds; and WHEREAS, in connection with the issuance of the Prior Bonds and to secure payment of the Prior Bonds, the Company executed a Mortgage, Security Agreement and Assignment of Rents dated as of March 1, 2004, in favor of the Trustee and recorded with the office of the Anoka County Recorder on March 31, 2004, as Document No. 1909296 (the "Original Mortgage"); and WHEREAS, the Prior Bonds are being restructured with the proceeds of the Bonds (defined below); and WHEREAS, for the purpose of restructuring the Prior Bonds, the City of Ramsey, Minnesota (the "City") has issued its Lease Revenue Refunding Bonds (PACT Charter School Project) Series 2013A (the "Series A Bonds") and its Taxable Lease Revenue Refunding Bonds (PACT Charter School Project) Series 2013B (the "Series B Bonds") and, with the Series A Bonds, the "Bonds") with a final maturity date of 1, 20 and bearing interest and maturing as provided therein; and WHEREAS, the City will loan the proceeds of the Bonds to the Company pursuant to a Loan Agreement dated as of the date hereof, between the City and the Company (the "Loan Agreement") for the purpose of advance refunding the Prior Series A Bonds, the proceeds of which were used to finance the acquisition, construction and equipping of an approximately 72,000 square foot kindergarten through grade twelve education facility located at 7250 Ramsey Parkway East Northwest in the City, located on the property legally described on Exhibit A attached hereto (the "Project") and the City's interest in the Loan Agreement, except for certain reserved rights, has been assigned to the Trustee; and WHEREAS, pursuant to the Loan Agreement, the Company has covenanted, among other things, to make loan repayments sufficient to pay amortized installments of principal and interest on the Bonds when due; and 5601362v2