99-081 Ordinance - Laserfiche WebLink

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that the Project is in accordance with the plan for industrial, commercial, distribution and research development of the Issuer heretofore confirmed by this Council pursuant to Section 1724.10, Ohio Revised Code, and subject to this Council's approval of the final terms of the Bonds and the related documents, to assist the Borrower in financing the Project, by authorizing the officials of this City to take such steps, including convening the CIC, as may be necessary to effect the issuance of the Bonds; (b) The Project will be a"project" within the meaning of that term as defined in Section 165.01(H), Ohio Revised Code; and (c) The Project is consistent with the purposes of Section 13 of Article VIII, Ohio Constitution, to create or preserve jobs and employment opportunities and to improve the economic welfare of the people of the State of Ohio. Section 2. In order to assist the Borrower in the financing of the Project this Council hereby agrees to authorize and issue revenue obligations of the Issuer, in one or more series, in the maximum aggregate face amount of $2,000,000 (the "Bonds"), pursuant to Chapter 165, Ohio Revised Code, and to lend the proceeds of such issuance to the Borrower; provided, however, that prior to the issuance of the Bonds (A) the Issuer shall have received evidence satisfactory to the Issuer of compliance with applicable requirements of federal income tax and securities law and State law and (B) the Borrower shall have either (i) obtained a credit facility of a credit facility provider whose unsecured, uninsured and unguaranteed debt (or, in the case of a bank subsidiary of a bank holding company, whose bank holding company's debt) is rated in a rating category not lower than the fourth highest rating category by a nationally recognized municipal securities rating service, or another credit facility reasonably satisfactory to the Issuer, to secure the payment of principal and interest on the Bonds, or (ii) provided written documentation satisfactory to the Issuer and the Issuer's legal counsel to evidence that the Bonds have been purchased directly or privately placed with one or more sophisticated institutional investors and that those investors aze not relying on the Issuer as to the accuracy or completeness of any information provided to the investors regarding the Project, or the Borrower. The Borrower will indemnify the Issuer for any loss, cost, expense, claims or actions connected with the Bonds or the Project, as provided in the form of Agreement by and between the Issuer and the Borrower attached hereto as Exhibit I(the "Agreement"), which is hereby approved. The Mayor and the Director of Finance or either of them are hereby authorized and directed to execute the Agreement substantially in such form with such changes as are not adverse to the Issuer as such officers and the Issuer's legal counsel may approve, such execution being conclusive evidence of approval of any such changes. Section 3. The Mayor and the Director of Finance or either of them aze authorized to sign a Declaration of Official Intent with respect to capital and other expenditures for the Project (and including any costs of issuance of the Bonds) in form and substance satisfactory to bond counsel for the Issuer to be made from money temporarily available and which are reasonably expected to be reimbursed (in accordance with applicable authorizations, policies and practices) from the proceeds of the Bonds, to provide for appropriate reimbursement and timely allocations from the proceeds of the Bonds to reimburse such prior expenditures, and to take any other actions as may be appropriate, all at the times and in the manner required under the Reimbursement Regulations to satisfy the requirements for the reimbursement to be treated as an expenditure of such proceeds for purposes of Sections 103 and 141 to 150 of the Internal Revenue Code of 1986. Section 4. Notwithstanding anything to the contrary herein in the Bonds (when, as and if issued) or in the Agreement shall pledge the general creditor taxing power of the Issuer or of the State of Ohio or any political subdivision, and nothing herein, in the Agreement or in the Bonds shall constitute a general obligation, debt or bonded indebtedness of the Issuer. -2- ,