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<br />. <br /> <br />charge that may be imposed in relation thereto. Every new Bond issued pursuant to <br />this subsection in lieu of any destroyed, lost, or stolen Bond shall constitute an <br />original additional contractual obligation of the Issuer, whether or not the <br />destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and <br />shall be entitled to all the benefits of this Resolution equally and proportionately <br />with any and all other Bonds duly issued hereunder. <br /> <br />The provisions of this Section are exclusive and shall preclude (to the extent <br />lawful) all other rights and remedies with respect to the replacement or payment <br />of mutilated, destroyed, lost, or stolen Bonds. <br /> <br />Section 4. <br /> <br />Execution and Delivery <br /> <br />4.01. The Bonds shall be executed by the respective facsimile signatures of <br />Mayor and the City Clerk-Administrator as set forth in the form of Bond. The seal <br />of the Issuer may be omitted from the Bonds as permitted by law. The text of the <br />approving legal opinion of Holmes &: Graven, Chartered, of Minneapolis, Minnesota, <br />as bond counsel, shall be printed on the reverse side of each Bond and shall be <br />certified by the facsimile signature of the City Clerk-Administrator. When said <br />Bonds shall have been duly executed and authenticated by the Registrar in <br />accordance with this resolution, the same shall be delivered to the Purchaser upon <br />payment of the purchase price, and the receipt of the City Clerk-Administrator <br />delivered to the Purchaser thereof shall be a full acquittance; and the Purchaser <br />shall not be bound to see to the application of the purchase money. The Bonds shall <br />not be valid for any purpose until authenticated by the Registrar. <br /> <br />. <br /> <br />4.02. The Official Statement relating to the Bonds, on file with the City <br />Clerk-Administrator presented to this meeting, is hereby approved, and the <br />furnishing thereof to prospective bidders for the Bonds is hereby ratified and <br />confirmed, insofar as the same relates to the Bonds and the sale thereof. <br /> <br />4.03. If such officers find the same to be accurate, the Mayor and the City <br />Clerk-Administrator are authorized and directed to furnish to the Purchaser at the <br />closing a certificate that, to the best of the knowledge of such officers, the <br />Official Statement does not, at the date of closing, and did not, at the time of sale <br />of the Bonds, contain any untrue statement of a material fact or omit to state any <br />material fact necessary in order to make the statements made therein, in the light <br />of the circumstances under which they were made, not misleading. Unless <br />litigation shall have been commenced and be pending questioning the Bonds, <br />revenues pledged for payments of the bonds, or the organization of the Issuer or <br />incumbency of its officers, at the closing, the Mayor and the City Clerk- <br />Administrator shall execute and deliver to the successful bidder a suitable <br />certificate as to absence of material litigation, and a certificate as to payment for <br />and delivery of the Bonds, together with the arbitrage certificate referred to below <br />and the signed approving legal opinion of Holmes &: Graven, Chartered, as to the <br />validity and enforceability of the Bonds and the exemption of interest thereon from <br />federal and Minnesota income taxation (other than Minnesota corporate and <br />financial institution franchise taxes measured by net income) under present laws <br />and rulings. <br /> <br />. <br /> <br />8 <br />