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

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Agreement and all supplements thereto, as well as the Mortgage and such other security agreements, financing statements and all supplements thereto and other instruments, including continuation statements, that are recommended from time to time by counsel to the Company or by Bond Counsel, or required by the Trustee (acting at the advice of Counsel) to be kept, to be recorded and filed in such manner and in such places as may from time to time be required by law in order to preserve and protect fully the security of the Bondholders of the Bonds and the rights of the Trustee hereunder, and to take or cause to be taken any and all other action necessary to perfect the security interest created by this Indenture. At the direction and expense of the Company, the Trustee will cooperate with the Company in effecting such recordings and filings. (b) Notwithstanding the foregoing, without further direction from the Company or the 'Charter School, at the expense of the Company, the Trustee shall file continuation statements on the fifth anniversary of the Date of Issuance, with respect to all UCC financing statements filed in connection with the original issuance of the Series 2022 Bonds, and on every fifth anniversary of such date as long as any Bonds are Outstanding. Unless the Trustee shall have been notified in writing by the Company or Bond Counsel that any such initial filing or description of collateral was or has become defective,the Trustee shall be fully protected in(i) relying on such initial filing and descriptions in filing any financing or continuation statements or modifications thereto pursuant to this Section 4.4; and (ii) filing any continuation statements in the same filing offices as the initial filings were made. The Trustee shall cause to be filed a continuation statement with respect to each UCC financing statement relating to the Bonds which was filed at the time of the issuance thereof, in such manner and in such places as the initial filings were made, provided that a copy of the filed original financing statement is timely delivered to the Trustee. The Company shall be responsible for the costs incurred by the Trustee in the preparation and filing of all continuation statements hereunder. SECTION 4.5. Inspection of Books. All books and records in the Issuer's possession relating to the School Facilities and the amounts derived from the School Facilities shall at all reasonable times be open to inspection by such accountants or other agents as the Trustee or Majority Bondholder(s) may from time to time designate in writing. SECTION 4.6. Rights Under Loan Agreement. The Loan Agreement, a duly executed counterpart of which has been filed with the Trustee, sets forth the covenants and obligations of the Issuer and the Company, including provisions that subsequent to the issuance of Bonds and prior to their payment in full or provision for the payment thereof having been made in accordance with the provisions hereof, and except as otherwise expressly provided in the Loan Agreement and in Article XI of this Indenture, the Loan Agreement may not be effectively amended, changed,modified, altered, or terminated without the written consent of the Trustee, and reference is hereby made to the Loan Agreement for a detailed statement of said covenants and obligations of the Company thereunder, and the Issuer agrees that the Trustee in its name or in the name of the Issuer may enforce all rights of the Issuer and all obligations of the Company under and pursuant to the Loan Agreement for and on behalf of the Bondholders, whether or not the Issuer is in default hereunder. SECTION 4.7. Designation of Trustee as Bond Registrar and Paying Agent; Designation of Any Additional Paying Agents. The Trustee is hereby designated and agrees to act as Bond Registrar and paying agent for and in respect to the Bonds. The Issuer hereby agrees 37 735810810