11-14-01 1. INDENTURE OF TRUST - Laserfiche WebLink

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THIS INDENTURE OF TRUST, dated as of the 1'day of November, 2001, by and between the CITY OF ORONO,MINNESOTA,a Minnesota municipal corporation(the"City"),and U.S.BANK TRUST NATIONAL ASSOCIATION,a national banking association with trust powers having its main offices and place of business in the Minneapolis,Minnesota(the"Trustee"),with capitalized terms in the Recitals below being used with the meanings ascribed thereto in Section 1.01. WITNESSETH: WHEREAS,the City is a duly organized and existing municipal corporation under the laws of the state of Minnesota(the "State"), and is authorized to issue its revenue bonds and refunding revenue bonds pursuant to the provisions of Minnesota Statutes, Chapters 462C, as amended(the "Act"); and WHEREAS,Orono Senior Housing,LLC,a Minnesota limited liability company(the"Borrower"), whose sole member is Wedum Foundation, a nonprofit company organized and existing under the laws of the State and a 501(c)(3) Organization, has requested that the City make a loan to the Borrower for the purpose of financing the costs of developing, acquiring,constructing and equipping a multifamily housing facility designed primarily for seniors(as defined herein,the "Project"); and WHEREAS,pursuant to the Act,the City has adopted a program for the issuance of revenue bonds to fund a loan to the Borrower; and WHEREAS,the City has deemed it advisable to enter into this Indenture and has duly authorized and directed the issuance of:a series of revenue bonds in the aggregate principal amount of$ to be designated "City of Orono, Minnesota Senior Housing Revenue Bonds (Orono Woods Apartment Project), Series 2001A" (the "Series 2001A Bonds"); a series of taxable revenue bonds in the aggregate principal amount of$ on a parity basis with the Series 2001A Bonds to be designated"City of Orono, Minnesota Senior Housing Revenue Bonds (Orono Woods Apartment Project), Taxable Series 2001B" (the "Series 2001B Bonds", and together with the Series 2001A Bonds,the "Senior Bonds"); and a series of subordinate revenue bonds in the aggregate principal amount of$ to be designated "City of Orono,Minnesota Senior Housing Revenue Bonds(Orono Woods Apartment Project),Subordinate Series 2001 C"(the"Subordinate Bonds",and together with the Senior Bonds,the"Series 2001 Bonds");and WHEREAS,pursuant to the terms of the Loan Agreement of even date herewith between the City and the Borrower(the"Loan Agreement"),the City will loan to the Borrower the proceeds of the Series 2001 Bonds to finance the costs of the Project; and WHEREAS,the Loan Agreement requires the Borrower to make payments thereunder to pay the principal of,premium(if any)and interest on the Series 2001 Bonds when due,which will be assigned by the City to the Trustee(subject to the City's retention of certain rights thereunder); and WHEREAS,the Borrower has agreed to execute and deliver to the City and cause to be assigned to the Trustee a Combination Mortgage,Security Agreement,Fixture Financing Statement and Assignment of Leases and Rents of even date herewith(the "Mortgage"),to secure the payment of the Senior Bonds, and the Borrower's obligations under the Loan Agreement with respect thereto; and - 1 -