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Resolution ReQ!arding Modification Ag~ement for M .1)nugle Elementarv~Clnayc <br />WHEREAS: In January, 1995, Orange County entered into a financing arrangement <br />with NationsBank for the construction of McDougle Elementary School. The Finance <br />Director has secured a proposal from NatiansBank to reduce the interest rate on the financing <br />from 5.71 % to 4.59%. The Finance Director has presented to this meeting a draft dated April <br />23, 1999, of a Modification Agreement (the "Agreement"} to carry out this reduction. <br />Bl~' IT RESOLVED by the Board of Commissioners of Orange County, North <br />Carolina, as follows: <br />1. The Board determines that the County shall enter into the Agreement. The <br />Chair and Vice Chair of the County's Board of Commissioners, or either of them, are hereby <br />authorized and directed to execute and deliver the Agreement, and the Clerk to this Board (or <br />any assistant clerk) is hereby authorized and directed to affix the County's seal to the <br />Agreement and to attest the same. <br />2. The. Agreement shall be in substantially the form submitted to this meeting, <br />which is hereby approved, with such changes as may be approved by the Chair or Vice <br />Chair, such officer's execution to constitute conclusive evidence of such officer's approval of <br />any such changes. The Agreement in final form, however, must provide for a nominal <br />annual interest rate (in the absence of default or change in tax status) not to exceed 4.59%, <br />and for no extension of the financing term or increase in the outstanding principal balance of <br />the financing. <br />3. The Finance Director is authorized and directed to hold executed copies of the <br />Agreement, and any other documents authorized or permitted by this resolution, in escrow on <br />the County's behalf until the conditions for the delivery of such documents have been <br />completed to such off'icer's satisfaction, and thereupon to release the executed copies of such <br />documents for delivery. This authorization and direction is hereby specifically extended to <br />authorize the Finance Director to approve changes to any documents (including the <br />Agreement) or closing certifications previously signed by County affficers or employees, <br />subject to the limitations of paragraph 2 and provided that such changes shall not <br />substantially alter the intent of such certificates from that expressed in the forms of such <br />certificates as executed by such officers. The Finance Director's release of any such <br />document for delivery shall constitute ,conclusive evidence of such officer's approval of any <br />such changes. <br />4. All County officers are authorized and directed to deliver all certificates and <br />instruments and to take all such further action as they may consider necessary or desirable in <br />connection with the execution and delivery of the Agreement and the consummation of the <br />contemplated transactions. All other actions of County officers in furtherance of the purposes <br />of this resolution are hereby raged, approved and confirmed. . <br />5. Ali other resolutions, or parts thereof, in conflict with this resolution are <br />hereby repealed to the extent of the conflict. This resolution shall take effect immediately. <br />