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<br />installment payments (the "Installment Payments") to repay the moneys so
<br />advanced, with interest;
<br /> (2) a Deed of Trust and Security Agreement (the "Deed of Trust"),
<br />proposed to be dated as of June 1, 1999, among the County as Grantor, the
<br />Corporation as Beneficiary and the trustee named therein, by which the County
<br />would secure its obligations to the Corporation under the Contract;
<br /> (3) an Indenture of Trust, proposed to be dated as of June 1, 1999
<br />(the "Trust Indenture"), between the Corporation and First-Citizens Bank &
<br />Trust Company, as trustee (the "Trustee"), pursuant to which there are to be
<br />executed and delivered Installment Payment Revenue Bonds (County of Cabarrus,
<br />North Carolina Installment Financing Contract), Series 1999 (the "Bonds") the
<br />proceeds of which will be used to advance the moneys to the County under the
<br />Contract;
<br /> (4) a Preliminary Official Statement to be dated on or about June 2,
<br />1999 (the "Preliminary official Statement") which, as supplemented with
<br />certain pricing and other permitted omitted information, is to be the
<br />Official Statement to be dated on or about June 17, 1999 (the "Official
<br />Statement"), pursuant to which the Bonds are to be offered and sold to the
<br />public;
<br /> (5) a Contract of Purchase, including the exhibits attached thereto, to
<br />be dated on or about June 17, 1999 (the "Purchase Contract") between the
<br />Corporation and J. C. Bradford & Co., on its own behalf and as representative
<br />of the other underwriters named therein (collectively, the Underwriters"),
<br />pursuant to which the Underwriters agree to purchase the Bonds for sale to
<br />the public;
<br /> WHEREAS, the obligations of the County to make Installment Payments and
<br />other payments pursuant to the Contract shall constitute limited obligations
<br />of the County payable solely from currently budgeted appropriations of the
<br />County and shall not constitute a pledge of the faith and credit of the
<br />County within the meaning of any constitutional debt limitation;
<br /> WHEREAS, no deficiency judgment may be rendered against the County in
<br />any action for breach of a contractual obligation under the Contract, and the
<br />taxing power of the County is not and may not be pledged in any way directly
<br />or indirectly or contingently to secure any moneys due under the Contract;
<br />and
<br /> WHEREAS, the Board of Commissioners desires to approve the Financing
<br />Documents and to authorize other actions in connection therewith;
<br /> NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners, as
<br />follows:
<br /> Section 1. All actions taken by or on behalf of the County to date to
<br />effectuate the proposed financing, including the selection of the
<br />Underwriters, are hereby ratified, approved and authorized pursuant to and in
<br />accordance with the transactions contemplated by the Financing Documents.
<br /> Section 2. The acquisition, construction and equipping of the Project,
<br />the financing thereof and the granting of security interests therein, all as
<br />provided in the Financing Documents referenced in this Resolution, are hereby
<br />ratified and approved.
<br /> Section 3. The Board of Commissioners hereby finds and confirms that
<br />(i) the Project and the financing thereof by the Contract is necessary and
<br />expedient for the County; (ii) financing of the Project by the Contract,
<br />under the circumstances, is preferable to a bond issue by the County; (iii)
<br />the sums to fall due under the Contract are adequate and not excessive for
<br />its proposed purpose; (iv) the County's debt management procedures and
<br />policies are good and its debt will continue to be managed in strict
<br />compliance with law; (v) the increase in taxes, if any, necessary to meet the
<br />sums to fall due under the Contract will not be excessive; and (vi) the
<br />County is not in default regarding any of its debt service obligations.
<br /> Section 4. Each of the Contract, the Purchase Contract and the Deed of
<br /> Trust is hereby approved in substantially the form submitted to this meeting,
<br /> and each of the Chairman of the Board of Commissioners or the County Manager
<br /> is hereby authorized to execute and deliver each of those documents in the
<br /> name and on behalf of the County, with such changes, insertions or omissions
<br /> as the persons executing such documents may approve, including but not
<br /> limited to changes, insertions or omissions related to obtaining a policy of
<br /> municipal bond insurance with respect to the Bonds, their execution and
<br /> delivery thereof to constitute conclusive evidence of such approval. The
<br /> County Clerk is hereby authorized to affix the seal of the County to each of
<br /> said documents as may be appropriate and to attest to the same.
<br /> Section 5. The Trust Indenture (including the form of Bond) is hereby
<br /> approved in substantially the form submitted to this meeting, with such
<br /> changes, insertions or omissions as appropriate, including but not limited to
<br /> changes, insertions or omissions related to obtaining a policy of municipal
<br /> bond insurance with respect to the Bonds, as the representative(s) of the
<br /> County executing the Contract may approve, the execution and delivery of the
<br /> Contract to constitute conclusive evidence of such approval. The Board of
<br /> Commissioners hereby approves the sale of the Bonds by the Corporation in an
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