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

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to be located at or about 7633 161 St Avenue NW in the City (the "Upper School Campus" and, together with the Elementary School, the "School Facilities") (collectively, the "Series 2022 Project"); (v) fund a debt service reserve fund for the Series 2022 Bonds; (vi) fund capitalized interest on a portion of the Series 2022 Bonds; and (vii)pay the costs of issuance of the Series 2022 Bonds. See "SOURCES AND USES OF FUNDS" in this Official Statement. See "APPENDIX A — THE COMPANY, THE CHARTER SCHOOL AND THE SERIES 2022 PROJECT"in this Official Statement. Loan of Series 2022 Bond Proceeds The Loan will be made by the Issuer to the Company pursuant to the Loan Agreement under which the Company will agree to make monthly payments ("Loan Repayments") which, if fully and promptly paid, will be sufficient to pay when due the scheduled principal of and interest on the Series 2022 Bonds. Proceeds of the Loan will be deposited in the funds and accounts established under the Indenture and will be used to finance the Series 2022 Project and related costs. Pursuant to the Indenture, the Issuer will pledge to the Trustee, for the benefit of the holders of the Series 2022 Bonds, all of its interest in the Loan Agreement (other than certain unassigned rights) to secure payment of the principal of, premium, if any, and interest on the Series 2022 Bonds. Pursuant to a Tax Certificate,dated the date of issuance of the Series 2022 Bonds (the "Tax Certificate"), by the Company and the Charter School and endorsed by the Issuer and a Tax Regulatory Agreement,dated the date of issuance of the Series 2022 Bonds(the"Tax Regulatory Agreement"), among the Company, the Charter School, and the Trustee, the Company and the Charter School will make certain representations and covenants related to maintaining the exclusion from gross income for federal income tax purposes of interest on the Series 2022A Bonds. See "APPENDIX F — DEFINITIONS OF CERTAIN TERMS AND SUMMARIES OF DOCUMENTS — THE LOAN AGREEMENT"in this Official Statement. Mortgage Pursuant to a Mortgage, Security Agreement and Assignment of Rents, dated as of August 1,2022 (the"Mortgage"),between the Company and the Trustee,the payment of the principal of,premium, if any, and interest on the Series 2022 Bonds will be secured by a mortgage lien on and security interest in the School Facilities, subject to certain "Permitted Encumbrances" described in the Mortgage. See "APPENDIX F—DEFINITIONS OF CERTAIN TERMS AND SUMMARIES OF DOCUMENTS—THE MORTGAGE"in this Official Statement. Disbursing Agreement The proceeds of the Series 2022 Bonds deposited in the 2022 Project Fund will be disbursed to pay the cost of the acquisition, renovation and equipping of the 2022 Project pursuant to the terms of the Disbursing Agreement, dated as of August 1, 2022 (the "Disbursing Agreement"),between the Company, the Charter School, the Trustee, and Land Title, Inc. ("Title Insurer"). The obligation of the Trustee to disburse funds to the Title Insurer for Project Costs under the Disbursing Agreement is subj ect to a number of conditions precedent, including a determination by the Trustee and the Title Insurer that amounts remaining in the 2022 Project Fund are sufficient to acquire and complete the construction of the 2022 Improvements. Pursuant to the Disbursing Agreement,the Title Insurer is obligated to collect lien waivers with respect to each disbursement of funds prior to approving the next disbursement. Leases [[LEASE(S) TO BE DISCUSSED/CONFIRMED BY BORROWER'S COUNSEL]] Pursuant to (i) a Lease Agreement, dated as of August 1, 2022 (the "Elementary School Lease"),the Company will lease the Elementary School Campus to the Charter School,and(ii)a Lease Agreement,dated as of August 19 2022 (the "Upper School Lease" and, together with the Elementary School Lease, the "Leases"), the 2