09-28-11 Council Agenda - Laserfiche WebLink

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2. For the purposes described in this resolution, there is hereby authorized the issuance of the Series 201113 Note in the original aggregate principal amount not to exceed $10,000,000. The Series 2011B Note shall bear interest at such rates, shall be in such denomination, shall be numbered, shall be dated, shall mature, shall be subject to redemption prior to maturity, shall be in such form, and shall have such other details and provisions as are prescribed in the form of the Series 201113 Note on file with the City on the date hereof. All of the provisions of the Series 201113 Note, when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. 3. For the purposes described in this resolution, there is hereby authorized the issuance of the Series 201213 Note in the original aggregate principal amount not to exceed $2,000,000. The Series 201213 Note shall bear interest at such rates, shall he in such denomination, shall be numbered, shall be dated, shall mature, shall be subject to redemption prior to maturity, shall be in such form, and shall have such other details and provisions as are prescribed in the form of the Series 201213 Note on file with the City on the date hereof. All of the provisions of the Series 201213 Note, when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. 4. The Series 20118 Note and the Series 201213 Note (collectively, the "Notes ") shall be special limited obligations of the City payable solely from revenues of the Project, in the manner provided in this resolution and the Series 201113 Loan Agreement and the Series 2012B Loan Agreement, respectively. The Notes do not constitute general or moral obligations of the City, or a pledge of the faith and credit or any taxing powers of the City, the State of Minnesota, or any political subdivision thereof. The City hereby authorizes and directs the Mayor of the City (the "Mayor ") and the Administrator of the City (the "City Administrator ") to execute the Notes, and to deliver the Notes to the Lender, and hereby authorizes and directs the execution of the Notes in accordance with their respective terms and the terms of this resolution. The Mayor and the City Administrator are hereby authorized to approve the respective interest rates on the Notes, approve changes to the maturity schedules, optional and mandatory redemption terms, and other terms and provisions of the Notes; provided that the maturity dates for the Notes shall not be later than the dates set forth in the forms of the Notes on file with the City 031 the date hereof. 5. The Notes shall contain a recital that each is issued pursuant to the Act, and such recital shall be conclusive evidence of the validity of each Note and the regularity of the issuance thereof, and that all acts, conditions, and things required by the laws of the State of Minnesota relating to the adoption of this resolution, to the issuance of each of the Notes, and to the execution of the aforementioned documents have happened, exist, and have been performed as so required by law. 6. The proceeds derived from the sale of the Series 201113 Note shall be loaned by the City to the Borrower pursuant to the terms and conditions of the Series 2011B Loan Agreement. The loan repayments to be made by the Borrower under the Series 2011B Loan Agreement are to be fixed so as to produce revenues sufficient to pay the principal of, premium, if any, and interest on the Series 201113 Note when due. The Loan made pursuant to the Series 201113 Loan Agreement and the City's rights to the loan repayments and certain other rights under the Series 20118 Loan Agreement shall be assigned to the Lender as security for payment of the Series 2011B Note pursuant to the terms of the Series 201113 4243192v2 4 8