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<br />- <br /> <br />. <br /> <br />. <br /> <br />" <br /> <br />the purchase of the Bonds and is directed to deliver such copies to <br />all actual purchasers of the Bonds. Distribution by the Underwriter <br />of a preliminary official statement relating to the Bonds is hereby <br />approved and authorized. The Designated Officers are, and each of <br />them acting alone is, hereby authorized to execute a certificate to <br />the effect that such preliminary official statement and the Official <br />Statement, as of their respective dates, are deemed final by the <br />Authority for purposes of Rule 15c2-12 under the Securities Exchange <br />Act of 1934, as amended. <br /> <br />Section 5. The Bonds, when executed, shall be delivered to the <br />Trustee for authentication. The Trustee is hereby requested and <br />directed to authenticate the Bonds by executing the Trustee's <br />certificate of authentication and registration appearing thereon, and <br />to deliver the Bonds when duly executed and authenticated, to the <br />Underwriter is accordance with written instructions executed on <br />behalf of the Authority by one of the Designated Officers, which <br />instructions such officers are, and each of them is, hereby <br />authorized and directed, for and in the narne and on behalf of the <br />Authority, to execute and deliver to the Trustee. Such instructions <br />shall provide for the delivery of the Bonds to the Underwriter in <br />accordance with the Purchase Contract, upon payment of the purchase <br />price therefore. <br /> <br />Section 6. The law firm of Jones Hall Hill & White, A <br />Professional Law corporation, is hereby designated as bond counsel to <br />the Authority with respect to the Bonds. The fees and expenses of <br />said firm incurred in connection with their services related to the <br />Bonds shall be payable solely from proceeds of the Bonds or <br />contributions by or on behalf of the Developer and not frorn any <br />revenues or assets of the Authority. <br /> <br />Section 7. All actions heretofore taken by the officers and <br />agents of the Authority with respect to the issuance of the Bonds are <br />hereby approved, confirmed and ratified, and the proper officers of <br />the Authority, including but not limited to the Designated Officers, <br />are hereby authorized and directed, for and in the name and on behalf <br />of the Authority, to do any and all things and take any and all <br />actions and execute and deliver any and all certificates, agreements, <br />and other documents which they, or any of them, rnay deern necessary or <br />advisable in order to consummate the lawful issuance and delivery of <br />the Bonds in accordance with this Resolution, including but not <br />limited to those certificates, agreernents and other documents <br />described in the documents listed in section 3 above and any <br />certificates, agreements or documents as may be necessary to further <br />the purposes hereof, or evidence credit support or additional <br />security for the Bonds, but which shall not create any obligation or <br />liability of the Authority other than with respect to the revenues <br />and assets derived from the proceeds of the Bonds or the Project. <br /> <br />11/7/96 10:35 AM <br />