Purchase of Tendered Bonds. (a) In performing its duties hereunder, the Remarketing Agent or the Tender Agent, as the case may be, shall act as a conduit and not be considered to be purchasing Bonds or beneficial interests in Bonds for its own account and, in the absence of written notification from the Trustee, shall be entitled to assume that any Bond tendered or deemed tendered to the Tender Agent, or any beneficial interest in any Bond tendered or deemed tendered to the Remarketing Agent, for purchase is entitled under this Indenture to be so purchased. No acceptance of Bonds by the Tender Agent hereunder, and no acceptance of a direction to tender beneficial interests in Bonds by the Remarketing Agent hereunder, shall effect any merger or discharge of the indebtedness of the Corporation evidenced by the Bonds. The Tender Agent shall accept all Bonds properly tendered to it for purchase, and the Remarketing Agent shall accept all properly given directions to tender beneficial interests in Bonds, in accordance with the provisions of the Bonds as set forth in this Indenture; provided, however, that the Tender Agent shall not accept any Bonds tendered, and the Remarketing Agent shall not accept any directions to tender any beneficial interests in any Bonds, if at the time of the tender the principal of the Bonds of the related Series shall have been accelerated pursuant to Section 8.02 of this Indenture.
(b) The Remarketing Agent shall establish a separate and segregated trust fund to be designated the “Provena Foods Inc. Variable/Fixed Rate Demand Bonds-Purchase Fund” (the “Purchase Fund”). Upon the issuance of a Series of Bonds, the Remarketing Agent shall establish within the Purchase Fund, with respect to such Series of Bonds, a separate and segregated trust account to be designated the “Provena Foods Inc. Variable/Fixed Rate Demand Bonds-Series [Series Designation] Purchase Account (the “Series Purchase Account”). The Remarketing Agent shall hold all moneys delivered to it for the purchase of beneficial interests in Bonds of a Series in the related Series Purchase Account in trust and without investment, solely for the benefit of the persons delivering such moneys, until the beneficial interests in such Bonds purchased with such moneys have been designated by the Remarketing Agent as being held for the account of such persons. In the event that the Bonds of a Series are no longer held in a book-entry-only system, the Tender Agent shall establish and hold the Purchase Fund and t...
Purchase of Tendered Bonds. On each Optional Tender Date and Purchase Date there shall be purchased (but solely from funds received by the Tender Agent in accordance with the terms of the Indenture) the Bond or Bonds (or portions thereof in authorized denominations) tendered (or deemed to have been tendered) to the Tender Agent for purchase in accordance with Section 2.05 of the Indenture at the applicable Purchase Price. Funds for the payment of the Purchase Price of such Bond or Bonds (or portions thereof in authorized denominations) shall be paid by the Tender Agent solely from the sources and in the order of priority specified in Section 2.05(h) of the Indenture. Bonds (or portions thereof in authorized denominations) purchased as provided above shall be delivered as provided in Section 2.07 of the Indenture. *The owners of the Bonds shall not have the right or be required, as the case may be, to tender any Bond or Bonds (or portions thereof in authorized denominations) for purchase on any Optional Tender Date or the Purchase Date, if on any such date an Event of Default under Section 10.01(f) or (g) of the Indenture shall have occurred and be continuing thereunder with respect to the Bonds. *All Bonds shall be subject to mandatory tender and purchase, with no right of owners to retain Bonds, upon a date established by the Trustee after receipt by the Trustee of a written notice from the Bank of the occurrence and continuance of an event that would constitute an Event of Default pursuant to Section 10.01(f) or (g) of the Indenture except that the Bank shall have directed mandatory tender and purchase pursuant to Section 2.05(j) of the Indenture rather than acceleration of the Bonds.
Purchase of Tendered Bonds. Delivery to the Paying Agent of Bonds to be tendered for purchase, together with wire payment instructions satisfactory to the Paying Agent, is required to be made on the Purchase Date in accordance with the procedures described in Sections 518 and 519. If the Bonds are delivered after the time described in Sections 518 or 519, as applicable, payment will be made on the next Business Day without any additional accrued interest. Bonds which are required to be tendered for purchase shall cease bearing interest from and after the date tender is required regardless of whether such Bonds are presented for payment and Owners shall have no further rights with respect to such Bonds other than the right to receive payment of the purchase price upon surrender of the Bonds. For so long as the Bonds are registered in the name of Cede & Co., as nominee for DTC, delivery of Bonds required to be tendered for purchase shall be effected by the transfer by a direct participant of DTC on the Purchase Date of a book entry credit to the account of the Paying Agent of a beneficial interest in such Bonds. For so long as the Bonds are registered in the name of Cede & Co., as nominee for DTC, payment of the purchase price shall be paid directly to DTC in accordance with the Representation Letter. In receiving Bonds hereunder, the Paying Agent shall be acting as a conduit and shall not be purchasing such Bonds for its own account. The performance of the Paying Agent's duties is subject to certain terms and standards set forth in this Agreement.
Purchase of Tendered Bonds. Funds for the payment of the Purchase Price of Bonds tendered pursuant to Section 3.01 or Section 3.03 shall be disbursed by the Tender Agent first from proceeds of the remarketing of such Bonds (other than Bonds remarketed to the Issuer or the Borrower or any guarantor of the Borrower), and second from the Bond Fund only from the following sources and in the following order of priority:
A. first, from amounts drawn under or derived from the Letter of Credit or any Confirming Letter of Credit pursuant hereto, and
B. second, from Available Moneys. Upon tender for purchase of any Bond on the Purchase Date or any Untendered Bond on or after the Purchase Date in accordance with Section 3.01 or Section 3.03, the Paying Agent shall pay to the Owner of such Bond or deposit for the benefit of the Owner of such Untendered Bond at or before 4:00 p.m. Portland, Oregon time on the Purchase Date the Purchase Price therefor on behalf of the purchaser thereof specified in Section 3.05 from funds available for such purchase held in the Bond Fund. The Trustee, the Tender Agent and the Remarketing Agent shall hold all money delivered to the Trustee, the Tender Agent or the Remarketing Agent, respectively, hereunder for the purchase of Bonds in trust solely for the benefit of the respective Persons that shall have so delivered such money until the Bonds purchased with such money are delivered pursuant to Section 3.05 and, thereafter, in the order specified above, for the benefit of the Owners tendering such Bonds.
Purchase of Tendered Bonds. (a) The City shall cause a portion of the proceeds of the 2024-A Bonds in an amount equal to the amount specified in the Delivery Date Certificate with respect to such 2024-A Bonds to be applied to the prepayment of the 2015 Purchase Payments related to the 2015-B Purchased Bonds and cause the 2015-B Purchased Bonds to be purchased and cancelled.
(b) The City shall cause a portion of the proceeds of the 2024-A Bonds in an amount equal to the amount specified in the Delivery Date Certificate with respect to such 2024-A Bonds to be applied to the prepayment of the 2020 Purchase Payments related to the 2020-A Purchased Bonds and cause the 2020-A Purchased Bonds to be purchased and cancelled.
(c) The City shall cause a portion of the proceeds of the 2024-A Bonds in an amount equal to the amount specified in the Delivery Date Certificate with respect to such 2024-A Bonds to be applied to the prepayment of the 2020 Purchase Payments related to the 2020-B Purchased Bonds and cause the 2020-B Purchased Bonds to be purchased and cancelled.
(d) The City shall cause a portion of the proceeds of the 2024-A Bonds in an amount equal to the amount specified in the Delivery Date Certificate with respect to such 2024-A Bonds to be applied to the prepayment of the 2020 Purchase Payments related to the 2020-C Purchased Bonds and cause the 2020-C Purchased Bonds to be purchased and cancelled.
(e) The City shall cause a portion of the proceeds of the 2024-A Bonds in an amount equal to the amount specified in the Delivery Date Certificate with respect to such 2024-A Bonds to be applied to the prepayment of the 2020 Purchase Payments related to the 2022-D Purchased Bonds and cause the 2022-D Purchased Bonds to be purchased and cancelled.
Purchase of Tendered Bonds. The provisions of Section 4.1(e) shall apply to tenders pursuant to this Section 4.2, provided that, for the purpose of so applying such provisions:
(i) The notices required pursuant to Section 4.1(e)(i) shall be given on the purchase date at or before (A) 1:00 p.m., New York City time, in the case of the notice from the Remarketing Agent as to the principal amount of Bonds remarketed and information concerning the purchasers of the Bonds and (B) 1:30 p.m., New York City time, in the case of the notice from the Paying Agent of the principal amount of Bonds tendered as to which the Remarketing Agent has not found a purchaser at that time.
(ii) the manner and time of payment of remarketing proceeds shall be as specified in Section 4.2(b) above;
(iii) all payments to tendering Registered Owners shall be paid in immediately available funds at or before 3:00 p.m., New York City time, on the purchase date; and
(iv) the deliveries of Bonds under Section 4.2(a) shall be required to be made at or before 3:00 p.m., New York City time, on each purchase date.
Purchase of Tendered Bonds. The provisions of Section 4.1(e) shall apply to tenders pursuant to this Section 4.3 with respect to Tax Exempt Bonds bearing interest at Variable Rates; provided that, for the purpose of applying such provisions:
(i) the notices required pursuant to Section 4.1(e)
(i) shall be given as therein described, except that the provisions relating specifically to Tax Exempt Bonds bearing interest at Daily Rates shall be disregarded;
(ii) the manner and time of payment of remarketing proceeds referred to in Section 4.1(e)(ii) shall be as specified in subsection (d) above;
(iii) all payments to tendering Registered Owners referred to in Section 4.1(e)(iii) shall be made in immediately available funds unless the Tax Exempt Bonds to be purchased bear interest at Semi-annual or Term Rates, in which event such payments shall be made in next day funds; and
(iv) the deliveries of Bonds under Section 4.1(e)(vi) shall be required to be made at or before 12:00 noon New York City time (or 1:00 p.m. New York City time, in the case of Bonds bearing interest at Daily Rates or 3:00 p.m., New York City time in the case of Bonds bearing interest at Flexible Rates) on the Conversion Date (or 5:00 p.m., New York City time, on the second (2nd) Business Day prior to the Conversion Date in the case of Bonds bearing interest at Semiannual or Term Rates). The provisions of Section 4.2(c) shall apply to tenders pursuant to this Section 4.3 with respect to Bonds bearing interest at Taxable or Flexible Rates.
Purchase of Tendered Bonds. The provisions of Section 4.1(e) shall apply to mandatory tenders pursuant to this Section 4.4; provided that, for the purpose of so applying such provisions:
(i) the notices required pursuant to Section 4.1(e)
(i) shall be given as therein described, except that the provisions relating specifically to Tax Exempt Bonds bearing interest at Daily Rates shall be disregarded;
Purchase of Tendered Bonds. (a) In performing their duties hereunder, the Tender Agent and the Remarketing Agent shall act as agents of (i) the persons to whom purchased Bonds are to be delivered pursuant to Section 3.10, (ii) persons tendering such Bonds, and (iii) the Company, and shall not be considered to be purchasing Bonds for their own account and, in the absence of written notification from the Trustee to the contrary, shall be entitled to assume that any Bond tendered or deemed tendered to the Remarketing Agent or the Tender Agent for purchase is entitled under the Indenture to be so purchased. No acceptance of Bonds by the Tender Agent or the Remarketing Agent hereunder shall effect any merger or discharge of the indebtedness of the Issuer evidenced by the Bonds. The Tender Agent and the Remarketing Agent shall accept all Bonds properly tendered for purchase in accordance with the provisions of the Bonds and as set forth in this Indenture.
(b) During any period that no Book-Entry System for the Bonds is in effect, a Tender Agent shall be appointed as provided in Section 7.11 hereof. Immediately upon the effectiveness
Purchase of Tendered Bonds
