2015 06-15 CC PACKET - Laserfiche WebLink

Home

on account of the Principal Bal..anco, redemption price or interest and for all other purposes whatsocti•er, and the City shall not bc*affected.by any notice *to the contrary. 2.9 Lim ation on Note '1 rahsf&rs. The Note Wifl be -issued to an "accredited investor" and without registration under.. state or Qther securi ties laws, pursuant to.iuz exemption. for SUe lr issuance. and accordingly the Note may. not be assigned or transferred in whole or part, nor tnay a participation interest in the *Noote. be given. pursuant to any participation agreement,.except to another =`accreclited investor" or " finanoal institution" in. accordance with an .applicable exemption from such registration .requirements and with full and accurate disclosure of all rnaterial facts to tbe.prospeetive purchaser(s) or transferee(s). 11.0 .Issuance of a New Note. Subject to the provisions d Section 2..9; the .City shall, at the request and. expense of the Lender, issue a thew note, in aggretiate o�iManding principal amount .equal to that cif the Note surrendered, and of like :tenor except as to number; principal amount. and the amount of the. periodic ins.tallnicnts payable thereunder, and registered it] the ri,anie of the Lender or such transferee as my lie ddsignated by the lender. SECTION 3. MISCELLANEOUS. 3.1 Severability. ff ahy .provision of this Resolution shall be held or deemed to -.be or shall, in fact, be inoperative or unenforceable as applied. in any particular case in any _jurisclictian or jurisdictions or iit all, jurisdictions car in all cases because it.conflicts with any provisions of any constitution or statute or rule or public .policy. or for any other reason, such :circumstances shall. not have the- effect of rendering the provision in. question .'inoperative ar unenforceable_ in tatty other case:. or c ircumstarice,. dr of" rendering any other provision or provisions' herein cbntailled invalid, inoperative, or. unenforceable to any extent whatever. The invalidity of any one or ia�cirr phrases ; sentences. clauses or .paragraphs in this Resolution ceitttpine?d shall pelt affect the remaining portions Uzi' this Resolution or any part thereof, 12 Authentication of 'Franscri nt. The. officers of the City are directed to. f:urhish to Bond Counsel certified copies of this Resolution and all documents referred to herein, and affidavits or certificatesas to all other .platters which. are reasonably necessary .to evidence the validity of the Mote. A-11 such certifi.ed Oopies, certificates and affidavits., including any: hcrctoforc furnished, shall constitute recitals of the City -as to. the correctness of all statements colvaineci therein. 11 Authorization to Execute Aereements. Subject to approval by the City ahec the public Bearing to he .conducted oil this date, the forins of the proposed Loan Agreement, Joint Powers Agreement and fledge. tlgYeetnent are hereby approved ill: substantially the form presented to the Council.. together with such additional details therein as may .He necessary and apptopriate and such niodificanoris.'theireot; deletions .therefrom and add i11Oris thereto asw may be necessary and appropriate and. approved by 13gnd 'C'otrrtsel prior to they execution of' the d0cunieiits. *rhe _N4a.yor 'and Adtiiin.iArator-C.'lcrk of the, City arty author•.it�.cd to execu.re, in the name of and on behalf cif the; City, the Loan: Agreement, the Joint Towers Agreement and the Pledge Agreement and such other documents as. Bond Counsel considers appropriate iri connection with the issuance of the.Note. In the event of the absence or disability of the 1ylayor and ,-administrator-Clerk such ()fficers of the City.as, in the opinion of counsel to the City, rnayf 7 461911+ E 1Sr3 i4 M555-7