7A Request from Presbyterian Homes for Conduit Financing

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Note is issued pursuant to Section 2.7. The Note shall bear interest ai a variable rate as set forth therein. 2.2 The Note. The Note sha�l be dated as of the date of delivery to the Lender, shall be payable at the times and in the manner, shall bear interest at the rate, and shall be subject to such other terms and conditions as are set %rth therein. 2.3 Execution. The Note shall be executed on behalf of the City by the signatures of iis Mayor ax�d Administrator and shall be sealed with the seal of the City; provided that the seal may be intentionally om'rtted as provided by law. In case any officer whose signature shall appear on the Noie shall cease to be such officer before the delivery of the Note, such signature shall nevertheless be valid and suff cient for all purposes, the same as if had remainec� in office until delivery. In the event of the absence or disability of the Mayor or ihe Adrninistrator such officers oF the City as, in the opinion of the City Attorney, �ay act in their behalf, shall without fiuther act or authorization of the City Council execute and deliver the Note. 2.4 Delivery of T itial Note. Before delivery of the Note there shall be filed with the Lender (except to the extent waived by the Lender) the following items: {1} an executed copy of each of the following documenis: (a) the Loan Agreement; (b) the Piedge Agreement; (c} the Mortgage; (2) am opinion of Counsel for ihe Borrawer as prescribed by the Lender and Bond Counsei; (3) the apinion of Bond Counsel as to the validity and tax exernpt status of the Note; {4) a 501(c)(3) determinatian letter fro�n the Internal Revenue Service evidencing that the Borrower is exe�npt from income ta�cation ut�der Section 501(c}(3) of ihe Coae; and (5) such other documents and opinions as Bond Counsel may reasonably require for purposes of rendering its opinion required in subsection (3) above ar that the Lender may reasonably require for the closing. 2.5 Disposition of Praceeds of the Nate. Upon delivery of the Note to the Lender, the Lender shall, on behalf o� the City, disburse the proceeds of the Note for payment of Project Costs in accordance witkx the terms of the Loan Agreement and a Disbursing Agreement arnong the Lender, the Borrawer and a disbursing agent. 2.6 Regisiration of Trans#'er. The City will cause to be kept at the office of the City Administrator a Note Register in which, subj ect to such reasonable regulations as it may 2zia9�a�2 5