COM 1109.000 2020-2022 - Laserfiche WebLink

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EXHIBIT E FORM OF INVESTOR LETTER County of Hawai'i McCorriston Miller Mukai MacKinnon LLP Kona, Hawai'i Honolulu, Hawai'i U.S. Bank Trust Company,National Association Stifel,Nicolaus& Company, Incorporated Los Angeles, California Los Angeles, California Re: County of Hawai'i Community Facilities District No. 1-2021 (Kaloko Heights Project) Special Tax Revenue Bonds,Series 2022 Ladies and Gentlemen: The undersigned (the "Investor") hereby acknowledges that it is purchasing $ aggregate principal amount of the County of Hawai'i Community Facilities District No. 1-2021 (Kaloko Heights Project) Special Tax Revenue Bonds, Series 2022 (the "2022 Bonds"), issued, in authorized denominations of $100,000 or any integral multiple of $5,000 in excess thereof ("Authorized Denominations"), by the County of Hawai'i (the "Issuer"), pursuant to a Trust Indenture, dated as of 1, 2022 (the "Indenture"), by and between the Issuer and U.S. Bank Trust Company, National Association, a national banking association, as Trustee (the "Trustee"). This letter ("Investor Letter") is being provided pursuant to the Indenture. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Indenture. The Investor acknowledges that the proceeds of the 2022 Bonds will be used for the purposes, and that the principal of and interest on the 2022 Bonds will be payable solely from the sources, described in the Preliminary Limited Offering Memorandum, dated , 2022, as amended to the date hereto (the "Offering Document"). In connection with the sale of the 2022 Bonds to the Investor, the Investor hereby makes the following representations upon which you may rely: 1. The Investor has the authority and is duly authorized to purchase the 2022 Bonds and to execute this Investor Letter and any other instruments and documents required to be executed by the Investor in connection with its purchase of the 2022 Bonds. 2. The Investor is (a) a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), or (b) an "accredited investor" as that term is defined in Rule 501(a)(1), (a)(2), (a)(3), or (a)(7) under the Securities Act, and has sufficient knowledge and experience in financial and business matters, including the purchase and ownership of municipal conduit obligations, to be able to evaluate the risks and merits of the investment represented by the 2022 Bonds. 3. The Investor acknowledges the 2022 Bonds are being acquired by the Investor (A) for investment and not with a current view to, or for resale in connection with, any distribution of the 2022 Bonds, and the Investor intends to hold the 2022 Bonds solely for its own account for investment purposes for an indefinite period of time, and does not intend at this time to dispose of all