|
<br />INDENTURE OF TRUST
<br />
<br />THIS INDENTURE OF TRUST, made as of April 1 ,2008, by and between CASS COUNTY,
<br />a political subdivision in the State of North Dakota (the "Issuer"), and WELLS FARGO BANK,
<br />NATIONAL ASSOCIATION, Minneapolis, Minnesota (the "Trustee").
<br />
<br />WITNESSETH:
<br />
<br />WHEREAS, the Issuer is authorized by Chapter 40-57 ofthe North Dakota Century Code
<br />(the "Act"), to issue revenue bonds to finance in whole or in part the cost of the "Facilities" (as
<br />hereinafter defined) for the public purposes expressed in the Act and to refund bonds previously
<br />issued under the Act; and
<br />
<br />WHEREAS, the Issuer, pursuant to resolutions ofthe Board of County Commissioners of
<br />said Issuer duly adopted and approved on March 17, and April 21, 2008 (collectively, the
<br />"Resolution"), has entered into a Loan Agreement dated as of April 1 , 2008, with Bethany on 42nd,
<br />LLC, a North Dakota limited liability company (the "Company"), the sole member of which is
<br />Bethany Homes, Inc., a North Dakota nonprofit corporation, pursuant to which the Issuer will loan
<br />the proceeds of its Housing and Healthcare Facilities Revenue Bonds (Bethany on 42nd Project),
<br />Series 2008 (the "Bonds") to the Company for the purposes of (i) financing the construction and
<br />equipping of senior housing facilities consisting of approximately 78 skilled nursing beds, 40
<br />assisted living units and functionally related and subordinate facilities located at 2955 South 420d
<br />Street, Fargo, North Dakota (the "Project"), (ii) funding a debt service reserve fund, (iii) paying
<br />interest on the Bonds during construction of the Project, and (iv) paying a portion of the costs of
<br />issuance; and
<br />
<br />WHEREAS, under the terms of the Loan Agreement, the Company has agreed to the
<br />repayment of the sums borrowed pursuant thereto and the Company has executed or caused to be
<br />executed a Mortgage, Security Agreement and Fixture Financing Statement and an Assignment of
<br />Leases and Rents (in the forms of the Mortgage and the Assignment as those terms are hereinafter
<br />defined) to secure the payments due and other obligations under the Loan Agreement; and
<br />
<br />WHEREAS, the Board of County Commissioners of the Issuer has heretofore, by the
<br />Resolution, authorized execution and delivery of this Indenture; and
<br />
<br />WHEREAS, the Board of County Commissioners has determined that the amount necessary
<br />to construct and equip the Project, fund a Reserve Fund and to pay a portion of the cost of issuance
<br />requires that revenue bonds of the Issuer in the total principal amount of$23, 705,000 be issued, sold
<br />and delivered as hereinafter provided, and the proceeds thereofto be loaned to the Company; and
<br />
<br />WHEREAS, all things necessary to make the Bonds, when authenticated by the Trustee and
<br />issued as in this Indenture provided, valid, binding and legal limited obligations of the Issuer
<br />
<br />-1-
<br />
|