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SATISFACTION AND DISCHARGE
SECTION 16. All rights and obligations of the Issuer and the Company
under the Agreement, the Assignment, the Bond and this Resolution shall terminate
and such instruments shall cease to be of further effect, and the Bank shall
cancel the Bond, deliver it to the Issuer, and deliver a copy of the cancelled
Bond to the Company, and the Bank shall execute and deliver all appropriate
instruments evidencing and acknowledging the satisfaction of this Resolution ,
and shall assign and deliver to the Company any moneys in the Bond Fund required
to be paid to the Company under Section 6 hereof (except moneys or investments
held by the Bank for the payment of principal of, interest on or premium,
if any, on the Bond) when:
(a) all expenses of the Issuer and the Bank shall have been paid ;
(b) the Issuer and the Company shall have performed all of their
covenants and promises in the Agreement, the Assignment, the Bond, and in
this Resolution; and
(c) all principal installments and interest on the Bond have been
paid or there shall have been deposited with the Bank either cash in an amount
which shall be sufficient, or investments (but only to the extent that the
full faith and credit of the United States of America are pledged to the
timely payment thereof) the principal of and interest on which when due will
provide moneys which, together with the moneys , if any, deposited with the
Bank, shall be sufficient, to pay when due the principal or redemption price ,
if applicable, and interest due and to become due on the Bond and prior to
the prepayment date or the maturity date thereof, as the case may be.
Provided, however, none of the principal of the Bond may be advanced
refunded if under apy circumstances the interest on the principal to be refunded
would be subject to Federal income taxation. In determining the foregoing,
the Bank may rely upon an opinion of a firm of municipal bond attorneys ac-
ceptable to it to the effect that interest on the Bond will not be subject
to Federal income taxation , notwithstanding the satisfaction and discharge
of this Resolution.
SEVERABILITY
SECTION 17. If any section , paragraph, clause or provision of this
Resolution shall be ruled by any court or competent jurisdiction to be invalid ,
the invalidity of such section, paragraph, clause or provision shall not affect
any of the remaining provisions hereof.
CAPTIONS
SECTION 18. The captions or headings of this Resolution are for con-
venience only and in no way define, limit or describe the scope or intent
of any provision of this Resolution.
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(d) Representatives of the City have indicated the
willingness of the City to proceed with and effect such financing
as an inducement to the Company to locate the Project in the City
and the City has advised the Company that, subject to due compli-
ance with all requirements of law and the obtaining of all neces-
sary consents and approvals and to the happening of all acts,
conditions and things required to exist, happen and be performed
precedent to and in connection with such financing in due time,
form and manner as required by law, the City, by virtue of such
statutory authority as may now exist or may hereafter be conferred,
will issue and sell the Bonds in an aggregate principal amount not
to exceed $3, 350, 000 to finance all or a portion of the cost of
the Project; and
(e) The City considers that the undertaking of the
Project will promote industrial development of the City, provide
employment opportunities for the inhabitants of the City, enhance
the tax base of the City and overlapping taxing jurisdictions,
increase the City' s commerce and add to the welfare and prosperity
of the City and that of its inhabitants.
2 . Undertakings on the Part of the City. The City
agrees as follows :
(a) That it will authorize, or cause to be authorized,
the issuance and sale of an issue of the Bonds, pursuant to the
terms of the Act as then in force, in an aggregate principal amount
not to exceed $3, 350, 000 to finance all or a portion of the cost of
the Project, which cost, including the expenses related to the
issuance of the Bonds, is presently estimated not to exceed
$3, 350, 000 .
(b) That it will cooperate with Company to sell the
Bonds upon mutually agreeable terms, and it will adopt, or cause
to be adopted, such proceedings and authorize the execution of
such documents as may be necessary or advisable for the authoriza-
tion, issuance and sale of the Bonds and the financing of the
Project as aforesaid, and the entering into a Lease (the "Lease")
with the Company with respect to the Project, all as shall be
authorized by law and mutually satisfactory to the City and the
Company.
(c) That the aggregate rentals due and payable under
the Lease shall be in such sums as shall be sufficient to pay the
principal of and interest and redemption premium, if any, on the
Bonds as and when the same shall become due and payable.
(d) That it will take or cause to be taken such other
acts and adopt such further proceedings as may be required to
implement the aforesaid undertakings or as it may deem appropri-
ate in pursuance thereof.
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