2015-070A - Laserfiche WebLink

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In the event the above-referenced verification concludes that there are surplus moneys in the Escrow Fund, such surplus moneys shall be released, upon written request, to the Issuer upon its written direction. The Escrow Fund shall continue in effect until the date upon which the Escrow Agent makes the final payment to the paying agent for the Refunded Bonds in an amount sufficient to pay the Refunded Bonds as described in Schedule B hereto, whereupon the Escrow Agent shall sell upon written direction from the Issuer or redeem any Escrow Securities remaining in the Escrow Fund, and shall remit to the Issuer the proceeds thereof, together with all other money, if any, then remaining in the Escrow Fund. 10. The Issuer has been advised by counsel that, concurrently with the cash deposit set forth in Section 4 hereof, the Refunded Bonds are hereby deemed to have been paid and discharged within the meaning and with the effect expressed in the Resolution. The Issuer hereby irrevocably instructs the Escrow Agent to cause the paying agent for the Refunded Bonds to give notice of redemption of the Refunded Bonds in the manner provided in the Resolution, and the Escrow Agent hereby agrees to perform said function. The Refunded Bonds shall be redeemed on July 1, 2016 at a redemption price of 100% of par, plus accrued interest. 11. Concurrently with the cash deposit set forth in Section 4 hereof, the Refunded Bonds shall be deemed to have been paid within the meaning and with the effect expressed in the Resolution. Within thirty (30) days of the deposit of moneys into the Escrow Fund, the Escrow Agent, on behalf of the Issuer, shall cause the paying agent for the Refunded Bonds to mail to the Holders of the Refunded Bonds the notice substantially in the form provided in Schedule C attached hereto. Within ten (10) days of such deposit, the Escrow Agent shall post the notice of defeasance on the Municipal Securities Rulemaking Board's EMMA website; provided however, that the Escrow Agent shall not have any liability to any party in connection with any failure to timely file such notice with the Municipal Securities Rulemaking Board's EMMA website and the sole remedy available shall be an action by the holders of the Refunded Bonds in mandamus for specific performance or similar remedy to compel performance. 12. The Escrow Fund hereby created shall be irrevocable and the holders of the Refunded Bonds shall have an express lien on all amounts on deposit in the Escrow Fund pursuant to the terms hereof until paid out, used and applied in accordance with this Agreement and the Resolution. Neither the Issuer nor the Escrow Agent shall cause nor permit any other lien or interest whatsoever to be imposed upon the Escrow Fund. 13. This Agreement is made for the benefit of the Issuer and the holders from time to time of the Refunded Bonds and it shall not be repealed, revoked, altered or amended or supplemented in whole or in part without the written consent of all such holders of the Refunded Bonds and the written consent of the Escrow Agent; provided, however, that the Issuer and the Escrow Agent may, without the consent of, or notice to, such holders, enter into such agreements supplemental to this Agreement as shall not adversely affect the rights of such holders and as shall not be inconsistent with the terms and provisions of this Agreement, for any one or more of the following purposes: (a) to cure any ambiguity or formal defect or omission in this Agreement; 4