Assigns
31
Section 15.4
Sale or Assignment of Bond
31
Section 15.5
Forbearance Not a Waiver
33
Section 15.6
Rights Confined to Parties
33
Section 15.7
Governing Law
33
Section 15.8
Severability
34
Section 15.9
Headings
34
Section 15.10
Counterparts
34
SIGNATURES
35
EXHIBIT A
FORM OF ADVANCE REQUEST
EXHIBIT B
FORM OF BOND
EXHIBIT C
FORM OF CERTIFICATE SPECIFYING AUTHORIZED BORROWER
OFFICIALS
EXHIBIT D
FORM OF CERTIFICATE SPECIFYING AUTHORIZED RUS
OFFICIALS
EXHIBIT E
FORM OF OPINION OF BORROWER'S COUNSEL re: BORROWER'S INSTRUMENTS
EXHIBIT F
FORM OF OPINION OF RUS's COUNSEL re: RUS GUARANTEE
EXHIBIT G
FORM OF RUS CERTIFICATE
EXHIBIT H
FORM OF RUS GUARANTEE
BOND PURCHASE AGREEMENT - page iv
RUS
SERIES F BOND PURCHASE AGREEMENT made as of December 13, 2012, by and among the
FEDERAL FINANCING BANK ("FFB"), a body corporate and instrumentality of the
United States of America, the NATIONAL RURAL UTILITIES COOPERATIVE FINANCE
CORPORATION (the "Borrower"), a cooperative association organized and existing
under the laws of the District of Columbia, and the ADMINISTRATOR of the RURAL
UTILITIES SERVICE ("RUS"), a Rural Development agency of the United States
Department of Agriculture.
WHEREAS, RUS is authorized, pursuant to the Guarantee Authority (as hereinafter
defined), to guarantee loans that meet the requirements of the Guarantee
Authority; and
WHEREAS, FFB is authorized, under section 6(a) of the FFB Act (as hereinafter
defined), to make commitments to purchase, and to purchase on terms and
conditions determined by FFB, any obligation that is issued, sold, or guaranteed
by an agency of the United States of America; and
WHEREAS, FFB is entering into this Series F Bond Purchase Agreement, as
authorized by section 6(a) of the FFB Act, setting out, among other things,
FFB's agreement to purchase, pursuant to the FFB Act, the Bond (as hereinafter
defined) to be issued by the Borrower, when the terms and conditions specified
herein have been satisfied, as hereinafter provided; and
WHEREAS, RUS has determined that the Borrower meets the qualifications for being
a "lender," as that term is used in the Guarantee Authority, and for being a
"Guaranteed Lender," as that term is used in the regulations promulgated by RUS
to carry out the Guarantee Authority; and
WHEREAS, RUS is authorized to enter into this Series F Bond Purchase Agreement;
and
WHEREAS, the Borrower is authorized to enter into this Series F Bond Purchase
Agreement.
NOW, THEREFORE, for and in consideration of the mutual agreements herein
contained and for other good and valuable
BOND PURCHASE AGREEMENT-page 1
RUS
consideration, the receipt and sufficiency of which is hereby acknowledged, FFB,
RUS, and the Borrower agree as follows:
ARTICLE 1
DEFINITIONS AND RULES OF INTERPRETATION
Section 1.1
Definitions.
As used in this Agreement, the following terms shall have the respective
meanings specified in this section 1.1, unless the context clearly requires
otherwise.
"Advance" shall mean an advance of funds made by FFB under the Bond in
accordance with the provisions of article 7 of this Agreement.
"Advance Identifier" shall mean, for each Advance, the