04-24-2024 Council Packet - Laserfiche WebLink

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132435584v2 8 (4) The Declaration; (5) The Capital Campaign Security Agreement; (6) The Business Assets Security Agreement; (7) Opinion of Counsel for the Borrower as prescribed by the Lender and Bond Counsel; (8) An opinion of Taft Stettinius & Hollister LLP, to the effect that the Issuer has duly authorized the Note and that the interest thereon is exempt from federal income taxation and subject to other conditions acceptable to the Lender; (9) 501(c)(3) determination letter from the Internal Revenue Service evidencing that the Borrower is exempt from income taxation under Section 501(c)(3) of the Code and such other documents and opinions as Bond Counsel may reasonably require for purposes of rendering its opinion required in subsection (8) above; and (10) Any certification, instrument, assignment or other document referenced in or required by any of the foregoing. Section 3.3 Disbursement of the Loan. Pursuant to this Agreement and the Act, the Issuer authorizes the Borrower to provide directly for the financing of the Project in such manner as determined by the Borrower and hereby authorizes the Lender to advance the proceeds of the Note directly to or for the benefit of the Borrower or such other parties as may be entitled to payment or reimbursement for Project Costs or Issuance Expenses, upon receipt of a Disbursement Request in the form of Exhibit B hereto and such supporting documentation as the Lender may deem reasonably necessary or as required by this Agreement. At Closing, $[50,001] of the Note proceeds will be disbursed for Issuance Expenses and $0 of the Note proceeds will be disbursed to pay Project Costs. Upon Lender’s receipt of approved Disbursement Requests from Borrower, Lender shall advance the remaining $[9,949,999] of Note proceeds for the approved amounts to the Borrower and disburse such proceeds pursuant to this Agreement to finance the Project Costs and Issuance Expenses, provided that no more than 2% of the amount actually advanced on the Note may be used to pay Issuance Expenses. No disbursement of Note proceeds may be made hereunder after May 1, 2027. No advance for Project Costs shall be made hereunder and under the Note until (i) the Borrower has expended $10,000,000 of equity (not attributable to the Capital Campaign Pledges) toward the Project, and (ii) the amount of Capital Campaign Pledges received by the Borrower as of the date of advance exceeds the amount of the Disbursement Request. In connection with each Disbursement Request, the Borrower shall certify that the Borrower has paid, in cash, at least an amount such that all remaining unpaid Project Costs necessary to complete the Project do not exceed the amount of funds available to be advanced by the Lender. Section 3.4 Repayment. Subject to the prepayment provisions set forth in the Note, the Borrower agrees to repay the Loan by making all payments of principal, interest, and any premium or charge that are required to be made by the Issuer under the Note at the times and in