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<br />copies of which are attached hereto, which the County proposes to approve,
<br />enter into and deliver, as applicable, to effectuate the proposed lease
<br />financing;
<br />
<br />(1) the form of the Lease;
<br />(2) the form of the Agency Agreement; and
<br />(3) the form of the Ground Lease;
<br />
<br /> WHEREAS, it appears that each of the Instruments is in appropriate form
<br />and is an appropriate instrument for the purposes intended.
<br />
<br /> NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
<br />'THE COUNTY OF CABARRUS, NORTH CAROLINA, AS FOLLOWS:
<br />
<br /> Section 1. That all actions of the County in effectuating the proposed
<br />financing are hereby approved, ratified and authorized pursuant to and in
<br />accordance with the transactions contemplated by the Instruments.
<br />
<br /> Section 2. That the County approves the leasing of the County
<br />Facilities from the Lessor pursuant to and in accordance with the terms of
<br />the Lease, which will be a valid, legal and binding obligation of the County
<br />in accordance with its terms. The form and content of the Lease are in all
<br />respects authorized, approved and confirmed, and the Chairman of the Board of
<br />County Commissioners of the County, or his designee, and the Clerk of the
<br />County are authorized, empowered and directed to execute and deliver the
<br />Lease for and on behalf of the County, including necessary counterparts, in
<br />substantially the form attached hereto, but with such changes, modifications,
<br />additions or deletions therein as shall to them seem necessary, desirable or
<br />appropriate, their execution thereof to constitute conclusive evidence of
<br />their approval of any and all such changes, modifications, additions or
<br />deletions, and that from and after the execution and delivery of the Lease,
<br />the Chairman and the Clerk are hereby authorized, empowered and directed to
<br />do all such acts and things and to execute all such documents as may be
<br />necessary to carry out and comply with the provisions of the Lease as
<br />executed.
<br />
<br /> Section 3. That the form and content of the Agency Agreement are in all
<br />respects approved and confirmed, and the Chairman of the Board of County
<br />Commissioners of the County, or his designee, and the Clerk of the County are
<br />authorized, empowered and directed to execute and deliver the Agency Agreement
<br />for and on behalf of the County, including necessary counterparts, in sub-
<br />stantially the form attached hereto, but with such changes, modifications,
<br />additions or deletions therein as shall to them seem necessary, desirable or
<br />appropriate, their execution thereof to constitute conclusive evidence of
<br />their approval of any and all such changes, modifications, additions or
<br />deletions, and that from and after the execution and delivery of the Agency
<br />Agreement, the Chairman and the Clerk are hereby authorized, empowered and
<br />directed to do all such acts and things and to execute all such documents as
<br />may be necessary to carry out and comply with the provisions of the Agency
<br />Agreement as executed.
<br />
<br /> Section 4. That the County approves the leasing of the Demised Premises
<br />(as defined in the Ground Lease) to the Lessor pursuant to and in accordance
<br />with the terms of the Ground Lease, which will be a valid, legal and binding
<br />obligation of the County in accordance with its terms. The form and content
<br />of the Ground Lease are in all respects approved and confirmed, and the
<br />Chairman of the Board of County Commissioners of the County, or his designee,
<br />and the Clerk of the County are authorized, empowered and directed to execute
<br />and deliver the Ground Lease for and on behalf of the County, including
<br />necessary counterparts, in substantially the form attached hereto, but with
<br />such changes, modifications, additions or deletions therein as shall to them
<br />seem necessary, desirable or appropriate, their execution thereof to
<br />constitute conclusive evidence of their approval of any and all such changes,
<br />modifications, additions or deletions, and that from and after the execution
<br />and delivery of the Ground Lease, the Chairman and the Clerk are hereby
<br />authorized, empowered and directed to do all such acts and things and to
<br />execute all such documents as may be necessary to carry out and comply with
<br />the provisions of the Ground Lease as executed.
<br />
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