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Section 1.03 . Content of Certificates and Opinions . Every certificate or opinion wi~h respect to compliance with a condition or covenant provided for in this Resolution shall include {al a statement that the person or persons making or giving such certificate or opinion have read such covenant or condition and the definitions herein relating thereto; {b) a brief statement as to the nature and scope of the examination or tnvesttoation upon which the statements or opinions contained in such certificate or opinion are based; {c) a statement that, in the opinion of the slqners, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and {d) a statement as to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate or opinion made or given by a member or officer of the City may be based, insofar as it relates to legal matters, uoon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion made or given by counsel may be based, insofar as it relates to factual matters (with resbect to which information is in the possession of the City), upon the certificate or opinion of or representations by a member or officer of the City, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Section 1.O4 . Equal Security . In consideration of the acceptance of the Note-~ Bank, this Resolution shall be deemed to be and shall constitute a contract between the City and the Bank and the covenants and agreements herein set forth to be performed on behalf of the City shall he for the benefit, security and protection of the Bank. ARTICLE II THE NOTE Section 2.01 . Authorization . A Note in the agqregate princio~l amount of Four Hundred Fif~y-D'ne Thousand Dollars ($451,00D) is hereby authorized to be issued by the City under and subject to the terms of this Resolution, the Ordinance, the Charter o~ the City and the Constitution of the State of California. This Resolution constitutes a continuing agreement with the Bank to secure the full and final payment of principal of and the interest on the Note, subject to the covenants, agreements, provisions and conditions herein contained. The purpose for which the Note shall be issued is to provide funds to make the Loan to the Participating Party for the purpose of Financing the Pro~ect pursuant to the Agreement. The Note shall be demiqneted the "City of Santa Rna lg82 Industrial Revenue Note (SPS Technoloqies, Inc.)." Section 2.02 . Terms of Note . The Note shall be dated as of the date of de--of and payment therefor, end shall be initially issued as a single fully registered Note (without coupons) substantially in the form set forth on Exhibit A attached hereto and by this reference incorporated herein. The Note shall be delivered to the Bank in accordance with Section 3.01. The Note shall mature and become !oayable on the Payment Date in December, 1990, and shall bear interest, on the unpaid principal balance thereof, at a floating rate equal to the l)roduot of (i} Bank's Prime Rate multiplied by (ii) seventy percent (7C~). Principal on the Note shall he payable in thirty-two (32) consecutive quarterly installments on the Payment Date in the months of March, June, September and F)ecemher of each veer, commencing with the Payment Date in March 1983, each payment of princioal to be in the amount of Fourteen Thousand Ninety Three Dollars and seventy-five cents ($1a,093.75), all subject to Section 2.03 hereof. Interest shall b~ paid on the Payment Date in the months of March, June, September and Oecenber of each )ear, commencing with the Payment Date in March 1983. Both the principal of and interest on the Note shall be payable in lawful money of the United States of America in lranediately available funds at the office of the Bank located at Broad and Chestnut Streets, Philadelphia, Pennsylvania 191Al, unless an alternative address is provided pursuant to Section 7.0! of the Agreement.