05 -RESOLUTION HA2010-002 - Laserfiche WebLink

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financing costs of the Project, in an aggregate principal amount not to exceed $12,500,000. Section 2. The Authority finds and determines that the above recitals are true and correct. Section 3. The Authority finds and hereby determines that it is necessary and desirable and a public purpose for the Authority to provide financing for the Project and hereby expresses its official intent to issue and sell the Bonds pursuant to the Housing Act, at one time or from time to time, subject to the conditions set forth herein. This Resolution does not bind the Authority to make any expenditure, incur any indebtedness, or proceed with the financing of the Project. Section 4. The Bonds will be payable solely from the revenues to be received by the Authority pursuant to a loan agreement or other agreements to be entered into between the Authority and the Borrower in connection with the financing of the Project. The issuance of the Bonds is subject to the following conditions: (a) the Authority and the Borrower shall have first agreed to mutually acceptable terms for the Bonds and of the sale and delivery thereof, and mutually acceptable terms and conditions of the Bond indenture, loan agreement, regulatory agreement and other related documents for the financing of the Project; (b) all requisite governmental approvals for the Bonds shall have been obtained; and (c) a resolution approving the financing documents to which the Authority will be a party shall have been adopted by the Authority. Section 5. This resolution is a Declaration of Official Intent under U.S. Treasury Regulations for purposes of Sections 103 and 141 to 150 of the Internal Revenue Code of 1986, as amended (the "Code"). Based upon the representations of the Borrower, the Authority reasonably expects that certain of the costs of the Project will be reimbursed with the proceeds of the Bonds. The expected maximum principal amount of the Bonds is $12,500,000. Section 6. The officers of and the financial advisors to the Authority are hereby authorized and directed to take any and all actions as may be necessary or appropriate in connection with (a) an application to the California Debt Limit Allocation Committee for an allocation of the State's private activity bond volume cap under Section 146 of the Code and Section 8869.85 of the California Government Code, and (b) compliance with the requirements of Section 147(f) of the Code relating to public approval of the Bonds. Any such actions heretofore taken by such officers and financial advisors with respect thereto are hereby ratified, approved and confirmed. Section 7. This Resolution shall take effect immediately upon its adoption by the Authority, and the Secretary of the Authority shall attest to and certify the vote adopting this Resolution. HA Resolution No. 2010-002 Page 2 of 3