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Minimum Participation-No Maximum Participation <br /> The Initial Closing is conditional upon a minimum of$2,500,000 of Member Funds being deposited into the Loan • <br /> Fund by Members, pursuant to Participation Agreements. Deposits to the Loan Fund shall be refunded without <br /> interest in the event the Initial Closing does not occur on or before October 31, 2002. MCCF will continue to offer <br /> this Participation following the Initial Closing and there is no limit upon the number of Members that may be <br /> thereafter admitted to MCCF or the aggregate amount of Members' deposits to the Loan Fund. (See"Closing"). <br /> Deposits to Loan Fund Refundable upon Certain Conditions <br /> A Member shall receive a refund of their deposit balance in the Loan Fund upon 30 days' advance written notice to <br /> MCCF and the Escrow Agent specifying the amount of refund that the Member wishes to receive. This notice may <br /> be given at any time after the third anniversary date of the first deposit to the Loan Fund made by the Member. See <br /> "Membership"and"Loan Fund Escrow Agreement Summary". <br /> Offeree Participation <br /> Offerees who desire to participate may do so by executing the Participation Agreement included in this Prospectus <br /> as Exhibit E and the Loan Fund Escrow Agreement included in this Prospectus as Exhibit D. Participation by an <br /> Offeree is subject to approval by the Board of Directors of MCCF. See "Summary of Participation Agreement", <br /> "Loan Fund Escrow Agreement Summary",and"How to Participate". <br /> RISK FACTORS <br /> Risks Related to Member Funds <br /> Member Funds are deposited pursuant to the Participation Agreement directly into the Loan Fund that has been <br /> established at Wells Fargo Bank Minnesota, N.A. The Loan Fund is an escrow account and Wells Fargo Bank <br /> Minnesota, N.A. is the Escrow Agent. Member Funds deposited in the Loan Fund remain assets of the Member. io <br /> MCCF agrees with Members in the Participation Agreement that it will request the Escrow Agent for disbursement <br /> of Member Funds only for the purpose of initially funding Development Loans and then only upon the following <br /> conditions as described in the Participation Agreement: <br /> (i) All Development Loans will be sold prior to closing to a Loan Purchaser. <br /> (ii) MCCF will direct the Escrow Agent to wire transfer funds sufficient to fund a Development Loan <br /> closing to a title company or other authorized loan closer designated by MCCF for purposes of <br /> initially funding a Development Loan which has been made by MCCF. <br /> (iii) MCCF shall follow a detailed procedure set forth in the Participation Agreement with respect to <br /> the closing of the Development Loans including confirmation by MCCF that a Loan Purchaser has <br /> wire transferred to the Loan Fund an amount equal to the funds the Loan Fund previously <br /> advanced to the title company or authorized loan closer for purposes of initially funding the <br /> Development Loan. <br /> The risk of loss of Member Funds only arises if the foregoing agreements and conditions by MCCF are not followed <br /> by MCCF. <br /> Loss of Use of Funds <br /> The Member Funds deposited by a Member are unavailable to the Member for a period of three years. <br /> Investment of Loan Fund <br /> MCCF is granted by Members the authority to direct investment of the Loan Fund. Such investments shall be <br /> limited to U.S. Government Bonds,U.S. Government Agency Bonds, U.S. Government Money Market Funds, and • <br /> federally-insured Certificates of Deposit. U.S. Government Agency Bonds and U.S. Government Money Market <br /> Funds are not direct obligations of the United States of America and are not backed by the full faith and credit of the <br /> United States of America. <br /> 3 <br />