14-20 Cedar Glen Bond Ordinance Addendums

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of business of the Special Record Date next preceding the date of payment of such defaulted interest. Payment of interest to all Bondholders shall be by check drawn on the main office of the Paying Agent and mailed to such Bondholder to the registered owner thereof as shown on the registration books of the Issuer or, if prior written instructions have been provided to the Issuer and the Borrower, by wire transfer of immediately available funds on the interest payment date. If the payment date occurs on a date when financial institutions are not open for business, the wire transfer shall be made on the next succeeding business day. The Special Record Date shall be the date established by the Issuer for the payment of defaulted interest. The Bonds shall be dated as of the date of their delivery. Interest shall be computed on the basis of a 360-day year applied to the actual number of days in each interest payment period. The interest on the Bonds shall be payable commencing on the first day of the first calendar month following the first Principal Advance and continuing on the first day of each calendar month thereafter,through and including the Original Maturity Date or until the total sum of all Principal Advances is paid in full and the Borrower has made its final draw request under this Agreement and has filed the Certificate of Substantial Completion for the Project as described in Section 15.3 of this Agreement. Each Principal Advance of the Bonds shall bear interest at the Interest Rate from the date of such Principal Advance; provided, however,that if,as shown by the records of MBI, interest on the Bonds shall be in default, then the Bonds shall bear interest at the Default Rate (as defined in the Note) from the date of such default until it is cured. Bonds issued in exchange for Bonds surrendered for transfer or exchange shall bear interest from the date to which interest has been paid in full on the Bonds or, if no interest has been paid on the Bonds, interest will accrue on each Principal Advance from the date of each Principal Advance. The Bonds shall mature on the Maturity Date. Section 2.3 Purchase, Sale and Delivery of Bonds. On the basis of the representations, warranties and agreements contained herein,but subject to the terms and conditions herein set forth, MBI shall purchase the Bonds from the Issuer at a purchase price equal to 100% of the amount from time to time drawn on the Bonds. MBI agrees to purchase the Bonds on a draw basis as conditions precedent set forth in this Agreement for each draw on the Loan are satisfied. The Issuer shall deliver the Bonds to the order of MBI for the account of MBI against payment of the purchase price therefor by wire transfer payable in immediately available funds (the "Closing") at the office of on (the"Closing Date"). The Issuer (in reliance on the MBI's representations with regard to (a) below) and the Borrower acknowledge in connection with the purchase and sale of the Bonds, the offering of the Bonds for sale and the discussions and negotiations relating to the terms of the Bonds pursuant to and as set forth in this Agreement that (a) MBI has acted at arm's length, is acting solely as principal for its own account and is not agent of or advisor (including, without limitation, a Municipal Advisor (as such term is defined in Section 975(e) of the Dodd-Frank Wall Street Reform and Consumer Protection Act)) and owes no fiduciary duty to, the Issuer, the Borrower or any other person, (b) MBI's duties and obligations to the Issuer and the Borrower shall be limited to those contractual duties and obligations set forth in this Agreement and those prescribed by applicable law, (c) MBI may have interests that differ from those of the Issuer and the Borrower and (d) the Issuer and the Borrower have consulted their legal and fmancial advisors to the extent they deemed appropriate in connection with the offering and sale of the Bonds. The Issuer and the Borrower further acknowledge and agree that each is responsible for making its respective judgment with respect to the offering and sale of the Bonds and the process leading thereto. The Issuer and the Borrower agree that they will not claim that MBI acted as a Municipal Advisor to the Issuer or the Borrower or rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Issuer or the Borrower, in connection with the offering or sale of the Bonds or the process leading thereto. Page 14