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05-13-2020 Council Packet
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05-13-2020 Council Packet
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16 <br />12.Notices. Any notice or other communication to be given to the Issuer or the Borrower <br />under this Purchase Agreement may be given by delivering the same in writing and, except as otherwise <br />provided, shall be delivered at, or mailed by certified or registered mail, return receipt requested, or <br />telegraphed with such telegraph to be confirmed in writing, mailed in accordance with the preceding <br />provisions, to the following addresses: <br />(a)if to the Underwriter:Northland Securities, Inc. <br />150 South Fifth Street, Suite 3300 <br />Minneapolis, Minnesota 55402 <br />Attention: Head of Public Finance <br />with a copy to:Ballard Spahr LLP <br />2000 IDS Center <br />80 South 8th Street <br />Minneapolis, Minnesota 55402 <br />Attention: Benjamin W. Johnson, Esq. <br />(b)if to the Borrower Presbyterian Homes Care Centers, Inc. <br />2845 Hamline Avenue North, Suite 200 <br />Roseville, Minnesota 55113 <br />Attn: Mark Meyer, Chief Financial Officer <br />with a copy to:Presbyterian Homes and Services <br />2845 Hamline Avenue North, Suite 200 <br />Roseville, Minnesota 55113 <br />Attn: Janna Severance, General Counsel <br />(c)if to the Issuer:City of Little Canada <br />515 Little Canada Road East <br />Little Canada, Minnesota 55117 <br />Attn: ____________________ <br />13.Benefit. This Purchase Agreement is made solely for the benefit of the Issuer, the <br />Borrower, and the Underwriter (including its successors or assigns), and no other person, partnership, <br />association or Borrower shall acquire or have any right hereunder or by virtue hereof. <br />14.Approval. The approval of the Underwriter when required hereunder or the <br />determination of its satisfaction as to any document referred to in this Purchase Agreement shall be in <br />writing signed by the undersigned and delivered to you. <br />15.Governing Law; Counterparts; Consent to Jurisdiction. This Purchase Agreement <br />shall be governed by the laws of the State of Minnesota and may be executed in several counterparts, each <br />of which shall be regarded as an original and all of which shall constitute one and the same document. <br />16.Electronic Signatures. The parties agree that the electronic signature of a party to this <br />Purchase Agreement shall be as valid as an original signature of such party and shall be effective to bind <br />such party to this Purchase Agreement. For purposes hereof: (i) “electronic signature” means a manually <br />signed original signature that is then transmitted by electronic means; and (ii) “transmitted by electronic <br />means” means sent in the form of a facsimile or sent via the internet as a portable document format <br />(“pdf’) or other replicating image attached to an electronic mail or internet message.
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