HomeMy WebLinkAboutC.054.93011_1711 (2)adjusted from and after the date of such Rate Adjustment Event to reflect adjusted debt service payments
for the remaining term of the Series 2007 Bond based on the new interest rate to be horse by the Series
2007 Bond. The County shall additionally pay to such Owner or to any prior Owner any taxes, interest,
penalties or other charges assessed against or payable by such Owner or prior Owner and attributable to a
Rate Adjustment Event, notwithstanding the repayment of the entire principal amount of the Series 2007
Bond or any transfer or assignment of the Series 2007 Bond.
For purposes of the preceding paragraph, "Rate Adjustment Event" means any determination by
the Internal Revenue Service, any federal administrative agency or any court (a) that the County has taken
an action, or failed to take an action, with the result that the interest on the Series 2007 Bond is includable
in gross income of the Owner thereof for federal income tax purposes, or (b) that the Series 2007 Bond is
not a "qualified tax-exempt obligation" within the meaning of Section 265(6x3) of the Code as a result of
(i) any action the County takes, or fails to take, or (ii) any representation made by the County being a
misrepresentation.
Interest on the Series 2007 Bond shall be calculated on the basis of a 360 -day year consisting of
12 months of 30 days each and shall be payable to the Owner by check mailed to its address as set forth in
the registration books maintained by the Bond Registrar.
Extraordinary R The Series 2007 Bond is subject to redemption in whole or in part at any time
from Net Proceeds (as defined in the Order) which the Trustee shall transfer to a special account as
provided in Section 708(x) or Section 708(d) of the Order, plus, in the case of a redemption pursuant to
said Section 708(x), other available moneys as permitted by Section 708(a) of the Order, at least forty-five
(45) days prior to the redemption date, at a redemption price equal to 100% of the principal amount of the
Series 2007 Bond to be redeemed together with accrued interest thereon to the date fixed for redemption.
Optional RedeWM The Series 2007 Bond is subject to redemption, at the option of the County, in
whole on any date, at a redemption price equal to 100% of the principal amount of the Series 2007 Bond
being redeemed, plus 5250.00 and accrued interest to the redemption date.
Notice of Redemption. At least thirty (30) days before the redemption date of the Series 2007 Bond or
any portion thereof the Bond Registrar shall cause a notice of any such redemption signed by the Bond
Registrar to be mailed, first class, postage prepaid, to the Owner of the Series 2007 Bond or portion
thereof to be redeemed. On the date fixed for redemption, notice having been mailed in the manner
provided in the Order, the Series 2007 Bond or portion thereof called for redemption shall be due and
payable at the redemption price provided therefor, plus accrued interest to such date. If there has been
delivered to the Trustee or the Bond Registrar and the Trustee or the Bond Registrar is then holding, in
trust, money or Defeasance Obligations, or a combination of both, sufficient to pay the redemption price
of the Series 2007 Bond or portion thereof to be redeemed plus accrued interest to the date of redemption,
interest on the Series 2007 Bond or portion thereof called for redemption shall cease to accrue, such
Series 2007 Bond or portion thereof shall cease to be entitled to any benefit or security under the Order or
to be deemed outstanding; and the Owner of such Series 2007 Bond or portion thereof shall have no
rights in respect thereof except to receive payment of the redemption price thereof, plus accrued interest
to the date of redemption.
The form, terms and provisions of the Bond Purchase Agreement, to be dated as of October 15, 2007 or
such later date as shall be agreed upon by the County and the Purchaser (as hereinafter defined) (tire
"Bond Purchase Agreement"), by and between First -Citizens Bank & Trust Company (the "Purchaser")
and the Local Government Commission of North Carolina (the "LGC") are hereby approved in all
respects and the Chairman of the Board, County Manager or Director of Finance and Administrative
Services of the County is hereby authorized and directed to approve, by execution and delivery, the Bond
Purchase Agreement in substantially the form presented to this meeting together with such changes,
modifications, insertions and deletions as be or she, with the advice of counsel, may deem necessary and
appropriate; such execution and delivery shall be conclusive evidence of the approval and authorization
thereof by the County.
The Board hereby approves the action of the LGC in awarding the Series 2007 Bond to the Purchaser at
the price of $4,500,000.
The proceeds of the Series 2007 Bond shall be deposited to the credit of the Series 2007 Subaccourn of
the Construction Fund, which Subaccount is hereby established with and shall be held in trust by the
Trustee for the sok and exclusive purpose of paying the Cost of the Additional Improvements.
The Trustee is hereby appointed Bond Registrar for the Series 2007 Bond.
Notwithstanding any other provisions of the Order or this Series Resolution, the Bond Registrar shall not
register the transfer of the Series 2007 Bond to any person other than a bank, an insurance company or a
similar financial institution unless the Series 2007 Bond is rated `BBB-" or higher by Standard & Poor's
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