Orange County NC Website
Browse       Search
<br />County's behalf until the conditions for the delivery of the Bonds and other <br />documents have been completed to the Finance Officer's satisfaction, and thereupon <br />to release the executed Bonds and other documents for delivery to the appropriate <br />persons or organizations. <br />Without limiting the generality of the foregoing, this authorization and <br />direction is specifically extended to authorize the Finance Officer (a) to enter into <br />such agreements or take such other actions as such officer may deem appropriate in <br />connection with obtaining bond insurance for the Bonds or completing the refunding <br />that is the purpose of the Refunding Bonds (such as giving notice of the redemption of <br />the 1994 school bonds, executing an escrow agreement with an escrow agent and <br />arranging for the verification of calculations related to the refunding), and (b) to <br />approve changes to any documents or closing certifications pzeviausly signed by <br />County officers or employees, provided that the Bonds will be in substantially the <br />form approved by this resolution and that any such changes will not substantially alter <br />the intent of such certificates from that expressed in the forms of such certificates as <br />executed by such officers or employees. The Finance Officer's authorization of the <br />release of any such document for delivery will constitute conclusive evidence of such <br />officer's approval of any such changes. <br />13. Undertaking for Continuing Disclosure -- The County undertakes, for <br />the benefit of the beneficial owners of the Bonds, to provide continuing disclosure <br />with respect to the Bonds as described in Exhibit B. The provisions for continuing <br />disclosure will terminate upon payment, or provision having been made for payment <br />(in a manner consistent with Rule 15c2-12), in full of the principal of and interest on <br />all of the Bonds.. <br />14. Finance Officer as Disclosure Official -The Board • designates the <br />Finance Officer, on the County's behalf, to deem the supplemented Official Statement <br />to be a "Final Official Statement" within the meaning of Rule 15c2-12. The LGC's <br />distribution of the supplemented Official Statement will be conclusive evidence that <br />the County has deemed it final as of its date. The Board further designates the <br />Finance Officer as the County officer to be primarily responsible for the County's <br />compliance with its undertakings for continuing disclosure provided for in this <br />resolution. The Finance Officer will provide for the filings and reports (including the <br />reports of material events) constituting the continuing disclosure provided for in this <br />resolution. <br />15. Resolutions As To Tax Matters -- The County will not take or omit to <br />take any action the taking or omission of which will cause the Bonds to be "arbitrage <br />bonds," within the meaning of Section 148 of the "Code" (as defined below), or <br />"private activity bonds" within the meaning of Code Section 141, or otherwise cause <br />interest on the Bonds to be includable in gross income for federal income tax <br />purposes. Without limiting the generality of the foregoing, the County will comply <br />