05-13-2020 Council Packet - Laserfiche WebLink

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13 contractual obligation of the Limited Guarantor and a payment by Limited Guarantor under the Limited Guaranty does not lessen Limited Guarantor’s obligations under any other current or future guaranty agreements. The Limited Guaranty. The Series 2020 Bonds are also secured by amounts payable from the Limited Guarantor under the terms of the Limited Guaranty. Under the terms of the Limited Guaranty, Limited Guarantor agrees to provide a guaranty for the payment of debt service on the Series 2020 Bonds, subject to a limit of $4,000,000 (plus any costs of collection). The Limited Guaranty is subject to release and termination after the Fiscal Year ending September 30, 2023, upon receipt by the Trustee of: (i) a Certificate of the Authorized Borrower Representative to the effect that occupancy of the Project has reached an average rate of not less than 90% calculated over the most recently ended fiscal year of the Borrower (the “Measurement Period”), with such occupancy having been determined solely by reference to occupants who have entered into lease or occupancy agreements with the Borrower in good faith and who remained current and not in default with respect to all obligations owing under such agreements over the Measurement Period; and (ii) a Certificate of an Independent certified public accountant or firm of certified public accountants to the effect that, based upon the audited financial statements of the Borrower with respect to the fiscal year of the Borrower most recently completed, such fiscal year in no event to have been completed prior to September 30, 2023: (a) the Borrower’s Income Available for Debt Service (such Income Available for Debt Service in no event to include contributions, donations or transfers from affiliates), was at least equal to 130% of Total Principal and Interest Requirements; provided that, for purposes of this requirement, the Total Principal and Interest Requirements with respect to the Series 2020 Bonds in any fiscal year shall be equal to the maximum principal of and interest on the Series 2020 Bonds payable in any fiscal year; and (b) as of the final day of such fiscal year, the Borrower shall have had not less than 60 Days Cash on Hand. Payments by the Limited Guarantor under the Limited Guaranty are pledged solely to the Series 2020 Bonds. See “APPENDIX D - DEFINITIONS AND SUMMARY OF CERTAIN PRINCIPAL DOCUMENTS - THE LIMITED GUARANTY” in this Official Statement. Reserve Fund On the date of issuance of the Series 2020 Bonds, an amount equal to the initial Reserve Requirement will be deposited in the Reserve Fund. Upon issuance of the Series 2020 Bonds, the Reserve Requirement will be equal to the maximum annual debt service on the Series 2020 Bonds (excluding the final year of maturity) and such amount may be increased upon the issuance of Additional Bonds in accordance with the terms of the Indenture. Amounts in the Reserve Fund may be used by the Trustee to pay principal of, premium, if any, and interest on the Series 2020 Bonds if amounts available in the account of the Bond Fund applicable to the Series 2020 Bonds are insufficient for such purpose. If amounts in the Reserve Fund are in excess of the required amount such excess amounts shall be transferred to the account of the Bond Fund applicable to the Series 2020 Bonds. In accordance with the Loan Agreement, the Borrower must restore amounts transferred out of the Reserve Fund by depositing funds with the Trustee on a monthly basis for up to [6][12] months to cure the deficiency. Amounts in the Reserve Fund may be invested in Qualified Investments, but with an aggregate average weighted maturity of no longer than five years. See “APPENDIX A - THE BORROWER, LANGSTON SHORES, AND THE LIMITED GUARANTOR” in this Official Statement. The Mortgage The Series 2020 Bonds will be secured by a mortgage lien on, an assignment of leases and rents from, and a security interest in the same property (the “Mortgaged Property”), subject to Permitted Encumbrances. The mortgage lien on the Project consists generally of the Borrower’s interest in the land upon which the Project is and will be constructed. See “APPENDIX D - DEFINITIONS AND