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

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first Fiscal Year after the Fiscal Year in which the proposed Additional Bonds are to be issued, but before the final stated maturity of all then Outstanding Bonds; or (2) received the prior written consent of the Majority Bondholder to the issuance of such Additional Bonds; (c) the Trustee has received a certificate of the Company Representative to the effect that there is no Event of Default then existing under the Loan Agreement,the Mortgage,the Assignment of Lease, or the Indenture; (d) the Trustee has received a certificate of the Charter School Representative to the effect that no Event of Default has occurred and is continuing under the Account Control Agreement, the Leases, or the Pledge Agreement; (e) the Trustee has received an opinion of Bond Counsel to the effect that the issuance of such Additional Bonds will not cause interest on any Outstanding Tax-Exempt Bonds to become included in gross income for federal income tax purposes; (f) the Trustee has received an opinion from the Counsel to the Company in form and substance acceptable to Bond Counsel and the Underwriter, as original purchaser,the sufficiency of which shall be deemed to be met by the delivery of the opinion of Bond Counsel under subsection(e) above; (g) the Trustee has received originally executed counterparts of the agreements supplementing and amending the each the Indenture,the Loan Agreement,the Bond Purchase Agreement, the Leases,the Mortgage, the Assignment of Lease, the Intercreditor Agreement, the Account Control Agreement, the Disbursing Agreement, the Collateral Assignment, the SNDA, the Pledge Agreement, the Continuing Disclosure Agreement, and the Tax Certificate, or other tax certificate, and the supplemental indenture supplementing and amending the Indenture; (h) the Trustee has received a request and authorization to the Trustee on behalf of the Issuer or Alternate Issuer and signed by its Issuer Representatives or Alternate Issuer Representatives to authenticate and deliver such Additional Bonds to the purchasers therein identified, upon payment to the Trustee, but for the account of the Issuer or the Alternate Issuer, of a sum specified in such request and authorization,plus accrued interest thereon, if any,to the date of delivery; and (i) the Trustee has received an executed opinion of Bond Counsel to the effect that (i) the Additional Bonds have been duly authorized, executed and delivered and constitute the binding special, limited obligations of the Issuer or the Alternate Issuer, enforceable in accordance with their terms, subject to normal bankruptcy exceptions, and (ii) if such Additional Bonds are issued as Tax-Exempt Bonds, the interest on such Additional Bonds is not includable in gross income for federal income tax purposes. The Pledge Agreement also provides similar limitations on the Charter School's ability to incur Indebtedness. See "SECURITY FOR THE SERIES 2022 BONDS — Additional Indebtedness" and "APPENDIX F—DEFINITIONS OF CERTAIN TERMS AND SUMMARIES OF DOCUMENTS—THE LOAN AGREEMENT—Additional Bonds and Additional Indebtedness"in this Official Statement. Additional Indebtedness The Loan Agreement places certain restrictions on the incurrence of indebtedness by the Company and requires the Company to impose certain restrictions on the Charter School pursuant to the Leases or the Pledge Agreement. 18