RES-1997-011 Resolution Providing Final Approval of Terms and Documents for Second Phase of Southern Village Elementary School Financing

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person other than a governmental unit, as provided in Code Section 141(b), (ii) 5% or more of such Proceeds being used with respect to any "output facility" (other than a facility for the furnishing of water), within the meaning of Code Section 141(b)(4), or (iii) 5% or more of such Proceeds being used directly or indirectly to make or finance loans to any persons other than a governmental unit, as provided in Code Section 141(c); provided, however, that if the County receives an opinion of bond counsel acceptable to BB&TGF that compliance with any such covenant is not required to prevent the interest components of Installment Payments from being includable in the gross income for Federal income tax purposes of the registered owners of the Obligations under existing law,the County need not comply with such covenant. (d) The County hereby designates the Obligations as "qualified tax-exempt obligations" for the purpose of Code Section 265(b)(3). The County represents and covenants as follows: (i) The County will in no event designate more than $10,000,000 of obligations as qualified tax-exempt obligations in 1997, including the Obligations, for the purpose of such Section 265(b)(3); (ii) Barring circumstances unforeseen as of the date of delivery of the Agreement, the County will not issue tax-exempt obligations itself or approve the issuance of tax-exempt obligations of any "subordinate entities," within the meaning of Code Section 265(b)(3), and all entities which issue tax-exempt obligations on behalf of the County and its subordinate entities, if the issuance of such tax-exempt obligations would, when aggregated with all other tax-exempt obligations theretofore issued in 1997 by the County and such other entities, result in the County and such other entities having issued a total of more than $10,000,000 of tax-exempt obligations in 1997 (not including "private activity bonds," within the meaning of Code Section 141, other than "qualified 501(c)(3) bonds," within the meaning of Code Section 145), including the Obligations; and, (iii) The County has no reason to believe that the County and such other entities will issue tax-exempt obligations in 1997 in an aggregate amount that will exceed such $10,000,000 limit; provided, however, that if the County receives an opinion of bond counsel acceptable to BB&TGF that compliance with any covenant set forth in (i) or (ii) above is not required for the Obligations to be qualified tax-exempt obligations, the County need not comply with such covenant. 6. Miscellaneous provisions-- All other actions of County officers in furtherance of the purposes of this resolution are hereby ratified, approved and confirmed. All other resolutions or parts thereof in conflict with this resolution are hereby repealed, to the extent of the conflict. This resolution shall take effect immediately.