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RESOLUTION NO. 90-094 PAGE TWO 365 WllBRRAS, the Oily ts authorized by the ordinance to issue ~14,g00,000 aggregate principal amount of lis Multi-Modal Interchangeable Rate Realth Facility Revenue Bonds (Town and Country Manor Project) Series 1990 (the "Bonds") for the purpose of ii) financing the Project and (ii) paying thc costs of issuing the Bonds; and WHKRKAS, this City Council adopted Resolution No. 90-001 on Sanuary 2, 1990 declaring itc present intent to issue the Bonds in an aggregate amount of approximately $20,000,000 the proceeds of which are to be used by Town and Country to pay the Cost, as defined in the Ordinance, of the Project, end possible issuance of the Bonds; and WIIRREAS, this City Council adopted Resolution ftc. 90-009 at a public hearing held on February 5, 1990 pursuant to the requirements of Section (f) of the lnternai Revenue Code of 1986, as amended, approving the financing of the Project through the issuance of the Bonds, accepting and approving the application of Town and Country for such financing, and authorizing the preparation of legal documents for submission to tire City Council In connection wlth the issuance of the Bonds; and WltRRRAg, the payment of principal of and Interest on the Bonds will be scented by a direct-pay Irrevocable letter of credit (the "Letter of Credit") to be Issued by Banque Paribas, New York Branch (the "Credit Issuer") pursuant to a Reimbursement and Credit Agreement to be dated as of October I, 1990 (the "Credit Agreement") between Town and Country and the Credit Issuer; and ltllBRRAg, a form of the Trust Indenture to be dated as of October I, 1990 (the "Indenture") between the City and Morgan Guaranty Trust Company of New York, as trustee (the "Trustee"), has been presented for consideration by this City Council, which Indenture establishes terms for and provides for the Issuance of security for the Bonds; and WItRRRAS, a[orm of the Loan Agreement to be dated as of October l, 1990 (the "Loan Agreement") between the City and Town and Country has been presented for consideration by this City Council, which Loan Agreement provides for the loan of the proceeds of the Bonds to Town end Country to be used, together with other available funds, to (i) finance the Project sad (Ii) pay the costs of issuing the Bonds, and pursuant to which Towmand Country wit! agree to make loan repayments sufficient to pay the principal of, premium, if any, and Interest on such Bonds; and WIIRREAS, a form of tire Assignment to be dated as of October 1, 1990 (the "Assignment") by the City in favor of the Trustee has been presented for consideration by this City Council, pursuant to which Assignment the City's right title and interest in an& to the Loan Agreement are transferred as provided In the Assignment to the Trustee; and WHEREAS, a form of the Bond Purchase Agreement to be dated on or after October 10, 1990 (the "Purchase Agreement") among g. P. Morgan Securities thC. (the "Underwriter"), Town sad Country and the City has been presented for conslderetton by this City Council, under which Purchase Agreement the City egress to sell the Bonds to the Underwriter; and