1. MIDA Bond-Oak Grove School - Laserfiche WebLink

PLEDGE AGREEMENT THIS PLEDGE AGREEMENT is made as of November 1,2008, between CASS COUNTY, NORTH DAKOTA, a political subdivision organized under the constitution and laws of the State of North Dakota (the "Issuer"), and WELLS FARGO BROKERAGE SERVICES, LLC, a Delaware limited liability company (the "Lender"). RECITALS WHEREAS, Oak Grove Lutheran School, a North Dakota nonprofit corporation (the "Corporation"), and the Issuer have entered into a Loan Agreement (the "Loan Agreement") of even date herewith, pursuant to which the Issuer will lend to the Corporation the proceeds of the $2,400,000 School Facilities Revenue Bonds (Oak Grove Lutheran School Project), Series 2008 (the "Bonds"), issued pursuant to North Dakota Century Code, Chapter 40-57 (the "Act"); and WHEREAS, the Bonds are payable from and secured by the loan repayments to be made by the Corporation under the Loan Agreement; and the Lender, as a condition to the purchase ofthe Bonds, has required the execution of this Pledge Agreement; NOW THEREFORE, as an inducement to the Lender to purchase the Bonds, and in consideration ofthe promises and other good and valuable consideration, the receipt and sufficiency whereof is hereby acknowledged, the parties hereby agree as follows: 1. In order to secure the due and punctual payment of the Bonds and all other sums due the Lender under the Loan Agreement, the Issuer does hereby pledge and assign to the Lender all of the Issuer's right, title and interest in and to the Loan Agreement, subject to the Issuer's rights under the provisions of Sections 4.03, 7.03 and 9.04 thereof. 2. The Issuer hereby represents and warrants to the Lender that the Issuer's right, title and interest in the Loan Agreement is free and clear of any lien, security interest or other encumbrance other than that arising under this Pledge Agreement. 3. The Issuer hereby authorizes the Lender to exercise, whether or not a default exists under the Bonds or an Event of Default has occurred under the Loan Agreement, either in the Issuer's name or the Lender's name, any and all rights or remedies available to the Issuer under the Loan Agreement. The Issuer agrees, on request of the Lender, to execute and deliver to the Lender such other documents or instruments as shall be deemed necessary or appropriate by the Lender at any time to confirm or perfect the security interest hereby granted. The Issuer hereby appoints the Lender its attorney-in-fact to execute on behalf of the Issuer, and in its name, any and all such assignments, financing statements or other documents or instruments which the Lender may deem necessary or appropriate to perfect, protect or enforce the security interest hereby granted. -1-