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ORDINANCE NO. 96- pg
<br />PAGE 10
<br />inalce calculations and reports, and (v) refrain from certain uses of those proceeds, and, as
<br />applicable, of property financed with such proceeds, all in such manner and to the extent
<br />necessary to assure such exclusion of that interest under the Code.
<br />The Bonds are hereby designated as "qualified tax-exempt obligations" for purposes
<br />of Section 265(b)(3) of the Code. In that connection, the Village represents and covenants that
<br />it, together with all its subordinate entities or entities that issue obligations on its behalf, or on
<br />behalf of which it issues obligations, in or during the calendar year in which the Bonds are
<br />issued, (i) have not issued and will not issue tax-exempt obligations designated as "qualified tax-
<br />exempt obligations" for purposes of Section 265(b)(3) of the Code, including the Bonds, in an
<br />aggregate amount in excess of $10,000,000, and (ii) have not issued, do not reasonably
<br />anticipate issuing, and will not issue, tax-exempt obligations (including the Bonds, but excluding
<br />obligations, other than qualified 501(c)(3) bonds as defined in Section 145 of the Code, that are
<br />private activity bonds as defined in Section 141 of the Code and excluding refunding obligations
<br />that are not advance refunding obligations as defined in Section 149(d)(5) of the Code) in an
<br />aggregate amount exceeding $10,000,000, unless the Village first obtains a written opinion of
<br />nationally recognized bond counsel that such designation or issuance, as applicable, will not
<br />adversely affect the status of the Bonds as "qualified tax-exempt obligations". Further, the
<br />Village represents and covenants that, during any time or in any manner as might affect the
<br />status of the Bonds as "qualified tax-exempt obligations", it has not forined or participated in
<br />the formation of, or benefited from or availed itself of, any entity in order to avoid the purposes
<br />of subparagraph (C) or (D) of Section 265(b)(3) of the Code, and will not form, participate in
<br />the formation of, or benefit from or avail itself of, any such entity. The Village further
<br />represents that the Bonds are not being issued as part of a direct or indirect composite issue that
<br />combines issues or lots of tax-exempt obligations of different issuers.
<br />The Director of Finance, as the fiscal officer, or any other officer of the Village
<br />having responsibility for issuance of the Bonds is hereby authorized (a) to make or effect any
<br />election, selection, designation, choice, consent, approval, or waiver on behalf of the Village
<br />with respect to the Bonds as the Village is permitted or required to inake or give under the
<br />federal income tax laws, including, without limitation thereto, any of the elections provided for
<br />in Section 148(f)(4)(C) of the Code or available under Section 148 of the Code, for the purpose ?
<br />of assuring, ei-iliancing or protecting favorable tax treatment or status of the Bonds or interest
<br />thereon or assisting compliance with requirements for that purpose, reducing the burden or
<br />expense of such compliance, reducing the rebate amount or payments of penalties, or making
<br />payments of special amounts in lieu of making computations to determine, or paying, excess
<br />earnings as rebate, or obviating those amounts or payments, as determined by that officer, which
<br />action shall be in writing and signed by the officer, (b) to take any and all other actions, make
<br />or obtain calculations, make payments, and make or give reports, covenants and certifications
<br />of and on behalf of the Village, as may be appropriate to assure the exclusion of interest from
<br />gross income and the intended tax status of the Bonds, and (c) to give one or more appropriate
<br />certificates of the Village, for inclusion in the transcript of proceedings for the Bonds, setting
<br />forth the reasonable expectations of the Village regarding the amount and use of all the proceeds
<br />of the Bonds, the facts, circumstances and estimates on which they are based, and other facts
<br />and circumstances relevant to the tax treatment of the interest on and the tax- status of the
<br />Bonds.
<br />Section 11. The Clerk of Council is directed to deliver a certified copy of this
<br />ordinance and the Certificate of Award to the County Auditor.
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