Res 1999-030 - Laserfiche WebLink

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SECTION 2: The Issuer shall issue the Bonds in an aggregate principal amount not to exceed $3,000,000. The Bonds shall be serial and/or term bonds as determined by the President or any Vice President of the Issuer at the time of the marketing or sale of the Bonds, shall mature on such date or dates on or prior to April 1, 2024 as the President or any Vice President of the Issuer may determine at the time of the marketing or sale of the Bonds, and shall contain such other terms as shall be set forth in the Indenture. The placement of the Bonds to the Placement Agent pursuant to the Placement Agreement at the purchase price disclosed in the Placement Agreement and at an interest rate or rates of between 1% and 12% per annum [such rate or rates to be determined by the President or any Vice President of the Issuer pursuant to the execution of a certificate (the Approval Certificate) at such time as the Bonds are marketed and to be based on interest rates payable on tax-exempt securities of comparable credit worthiness and terms as that of the Bonds] or at the Weekly Rate as established in accordance with the terms of the Indenture is hereby authorized and approved. Any determination of a term or terms of the Bonds by the President or a Vice President of the Issuer pursuant hereto shall be set forth in the Placement Agreement or the Approval Certificate, and such determination shall be conclusively evidenced by the execution of the Placement Agreement or the Approval Certificate by the President or any Vice President on behalf of the Issuer. SECTION 3. The Bonds shall be issued in compliance with and under the authority of the provisions of the Act, this Resolution and the Indenture. Additional bonds may be issued on a parity with the Bonds in accordance with the provisions and limitations set forth in the Indenture. To the extent required, the Issuer hereby makes and authorizes the making ofthe election of the $10,000,000 limit in connection with the Bonds under and pursuant to Section 144( a)( 4) of the Internal Revenue Code of 1986, as amended. SECTION 4. The Bonds shall be special, limited obligations ofthe Issuer payable solely from the funds of the Issuer derived from or in connection with the sale or lease of the Project by the Borrower, and the Bonds shall never constitute an indebtedness, liability, general, special or moral obligation, pledge or loan of the faith or credit or taxing power of the State of Texas, the Unit, or of any other political subdivision or municipal or political corporation or governmental unit, nor shall the Bonds ever be deemed to be an obligation or agreement of any officer, director, agent or employee of the Issuer or the Unit, in any capacity, and the Bonds shall never be paid in whole or in part out of any funds to be raised by taxation or any other funds of the Unit. SECTION 5. The Indenture, the Loan Agreement, the Note, and the Placement Agreement, and the performance by the Issuer of its obligations thereunder, hereby are approved and adopted in all respects. The President, any Vice President, the Treasurer, the Secretary and any Assistant Secretary are hereby authorized and directed to execute and deliver the Indenture, the Loan Agreement and the Placement Agreement for and on behalf of the Issuer in substantially the forms presented to the Board of Directors in the manner provided in the Issuer's bylaws, with such changes thereto as any such officer may approve in his or her absolute discretion (any such officer's approval to be conclusively evidenced by his execution and delivery of such documents on behalf ofthe Issuer). The form, terms, covenant$ and conditions of the Bonds set forth in the Indenture hereby are authorized, approved and adopted. The President, any Vice President, the Treasurer, the Secretary and any Assistant Secretary of the Issuer are hereby authorized and directed to execute the Bonds in the manner provided in the Issuer's bylaws, or have their facsimile signatures placed upon the 543516.1 -3-