Agenda - Council - 07/12/2022 - Laserfiche WebLink

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(n) The Lease is in a form that the Company reasonably anticipates will be approved by the Minnesota Department of Education. (o) All of the property financed, refinanced, or otherwise provided by the net proceeds of the Tax-Exempt Bonds shall be owned by an Exempt Organization. (p) Not more than two percent(2%)of the proceeds of any issue of Tax-Exempt Bonds will be applied to Issuance Costs. (q) The Company has not leased, sold, assigned, granted, or conveyed and will not lease, sell, assign, grant, or convey all or any portion of the facilities financed with Tax- Exempt Bonds or any interest thereon to the United States or any agency or instrumentality thereof within the meaning of Section 149(b) of the Code. (r) The Company shall comply with and fulfill, or cause the Charter School to fulfill, all other requirements and conditions of the Code, specifically Sections 103 and 141 through 150, and in the applicable Regulations and rulings issued pursuant thereto relating to the acquisition and operation of the facilities financed or refinanced by the Tax-Exempt Bonds to the end that interest on the Tax-Exempt Bonds shall at all times be excludable from gross income for federal income tax purposes. (s) In order to qualify this Loan Agreement as a "program investment" with respect to a "governmental program" (as defined in Section 1.148-1(b) of the regulations promulgated by the United States Department of the Treasury and the Internal Revenue Service pursuant to the Code (the "Regulations"), and thereby permitting the application of the "materially higher" yield set forth in Section 1.148-2(d)(2)(iii) of the Regulations, the Company and any"related person" (as defined in Section 1.150-1(b)of the Regulations) shall not take any action the effect of which would be to disqualify this Loan Agreement as a "program investment," including but not limited to entering into any arrangement, formal or informal, under which the Company or the Charter School purchases any Tax- Exempt Bonds in an amount related to the amount loaned to the Company under the terms of this Loan Agreement. (t) The Company acknowledges that (i) the Company has received executed copies of the Indenture, the Pledge Agreement and the other School Documents; (ii) the Company is familiar with the provisions and agrees to be bound to the fullest extent permitted by law to all provisions of the Indenture, the Pledge Agreement, and the other School Documents, directly or indirectly relating to the Company; (111) the Company shall take all such actions as are required or contemplated of the Company under the Indenture to preserve and protect the rights of the Trustee and of the Holders thereunder; and(iv)the Company shall not take or effect any action which would cause a default thereunder or the Pledge Agreement or jeopardize such rights. The Company agrees that any provisions governing the rights, immunities and protections of the Trustee under the Indenture are incorporated by reference into this Loan Agreement as though fully set forth in this Loan Agreement. 6 730911770