OTHER-2021-023 Escrow Agreement - Laserfiche WebLink

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Attachment 5 S*H draft of May 4 ESCROW AGREEMENT This Escrow Agreement (the "Agreement") is dated as of June 1, 2021, and is between Orange County, North Carolina (the "County"), and The Bank of New York Mellon Trust Company, N.A. (the "Escrow Agent"). RECITALS: The County has contracted the obligations listed in Exhibit A (the "Prior Obligations). The County is now providing for the redemption and refunding of some of the outstanding Prior Obligations. Exhibit A specifies the portions of the Prior Obligations that are being refunded (the "Refunded Obligations"). The County will provide for a portion of the proceeds of its $ (aggregate principal amount) Limited Obligation Bonds, Series 2021A and 2021B (together, the "2021 Bonds"), to be used for this defeasance and refunding. The Escrow Agent will hold funds for the refunding pursuant to this Agreement and the provisions of a resolution adopted by the County's governing Board of Commissioners on May 17, 2021 (the "2021 Resolution"). Now, therefore, in consideration of the foregoing and of the mutual covenants in this Agreement, the County and the Escrow Agent agree as follows: SECTION 1. There is established with the Escrow Agent a special and irrevocable trust fund designated as the "Orange County 2021 Refunding Escrow Fund" (the "Escrow Fund"). The Escrow Agent will hold the Escrow Fund as a trust fund separate and apart from all other funds of the County or of the Escrow Agent. The Escrow Agent must use the funds on deposit in the Escrow Fund solely for the payment and redemption of the Refunded Obligations and for the other purposes provided for in this Agreement. SECTION 2. To secure the payment of the principal of and interest on the Refunded Obligations, the County pledges and sets over to the Escrow Agent the amounts specified in Section 3 for deposit in the Escrow Fund, in trust for the