Resolution - #90-06-183 - 06/26/1990

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There is no litigation pending or, to the best of its knowledge, threatened against the City relating to the Project or to the Bonds, the Loan Agreement, the Bond Purchase Agreement or the Trust Indenture or questioning the organization, powers or authority of the City. The execution, delivery and performance of the City's obligations under the Bonds, the Trust Indenture, the Bond Purchase Agreement and the Loan Agreement do not and will not violate any order of any court or other agency of government of which the City is aware or in which the City is a party, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument. It is desirable that the Bonds be issued by the City upon the terms set forth in the Trust Indenture, under the provisions of which the City's interest in the Loan Agreement will be pledged to the Trustee as security for the payment of principal of, premium, if any, and interest on the Bonds. (g) The Loan Agreement provides for payments by the Borrower to the Trustee for the account of the City of such amounts as will be sufficient to pay the principal of, premium, if any, and interest on the Bonds when due. The Ix)an Agreement obligates the Borrower to pay for all costs of operation and maintenance of the Project Facilities, including adequate insurance, taxes and special assessments. A reasonably required reserve fund has been deemed necessary to be established under the provisions of the Indenture in connection with the issuance of the Bonds. Under the provisions of the Act, and as provided in the Loan Agreement and Trust Indenture, the Bonds are not to be payable from nor charged upon any funds other than amounts payable pursuant to the Loan Agreement and moneys in the funds and accounts held by the Trustee which are pledged to the payment thereof; the City is not subject to any liability thereon; no holders of the Bonds shall ever have the right to compel the exercise of the taxing power of the City to pay any of the bonds or the interest thereon, nor to enforce payment thereof against any property of the City; the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City; and each Bond issued under the Trust Indenture shall recite that the Bond, including interest thereon, shall not constitute or give rise to a charge against the general credit or taxing powers of the City. 4) Approval trod Execution of Documents: The forms of Loan Agreement, Trust Indenture, Bond Purchase Agreement, Mortgage, Assignment, Lease Guaranty and Guaranty, refe. rrcd t~ m pm'agraph 2, are approved. The Loan Agreement and Trust Indenture shall be excc~tcd h~ thc name and on behalf of the City by the Mayor and the City Clerk, or other officer:; of ~l~e City, in substantially the form on file, but with all such changes therein, not incor~sistt:v,t with the Act or other law, as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof, and then shall be deli. vered to the Trustee. The Bond Purchase Agreement shall be signed on behalf of the City as provided therein. Copies of all documents shall be delivered and filed as provided therein. Resolution #90-06-183 Page 3