Res12 P-2178 - Laserfiche WebLink

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Indenture, is hereby authorized and approved. The Boncis wi11 be ctated, will be�r interest at the rates, will mature on the dates, will be issued in the fortn and in the number of series, wili be subject to i•cdemption, and wil!be as othe►tivise provided in the Master indenture and tlte Second Supplem�ntal Tndentu�-e as the samE are completed as provided in this Reso[ution. The proposed iorm of the Bonds, as set foifih in the Second Supplemental Indeature, is hereby approved, and the President and Executive Director of lhe Pozt zre laereby authorizcd and directed to execute the Bonds in subslantially such fo�•m, and the Tiustee is Iiereby authorized and directed to authenticate and deliver the Bonds to the PurcEiaser in accordance with the Bond Purchase Agreeinent, the Master Yndenture 1nd the Second Supplemental Indenture; provided, howevei•, that the aggregate principal atnount of Bonds shall not exceed $10,000,000 and the avei•age inCerest cost on the Bonds shall not exceed 6.00%. The Bonds shall constitute [imited obligations of the Port 1nd shall be payable, as to interest thereon, principal ihereof and redeinption pi-ezniums, if any, thereon, exclusively from lhe Net Revenues (as defined in the Master Indenture) and the other funds as provided in the Master Indenture, and the T'ort silall no! be obli�ated to pay them except fi•otn the Net Revenues and such other legally available funds. Neithez• the faith and crcdit nor the taxing power of the State of Califoznia or any public agency thereof, the City, or any members of the Port or the Cily is pled�ed to the payment of the Bonds. The Bonds shall not constztute a debt, liability or obligation of the State of Califo�nia, the City, or any public agency thereof(other than the Port), or any membcr of the 1'ort or the City, and neither the Commissioners of the Port, the cnembers, nor any persons executing tke Bonds are liable on the Bonds by reason of their issuan.ce. Section 2. Execution of the Second SupplementaE Indenture. The President or the Executive Director or the duly authorized designee of either of such of�cei•s are hereby authorized and directed to execute foz•and on behalf of the Port the Second Supplemental Tndent�.�re, in substantially the form filed with the minutes of this meetin�, with such changes �herein as the President or the Executive Director shall approve after consultation with Stradling Yocca Carlson & Rauth, the C'oi�t's Bond Counsel,such approval to be conclusively evidenced by the execution and delivery theE-cof. Section 3. Execution of the Bond Purchase Agreement, The President or lhe Executive Di�•ector or the duly autliorized desi�nee of either such officex• is hereby authorized and directed to execute for and on beha[f of the Port a Bond Purchase Agreement, by and between the Port and the Purchaser, in substantially the focm fled with the minutes of this meeCing, with such changes tlterein (and additians thereto to reflect the terms of the sale of the Bonds} as the President or the Executive Director shall approve after consuttation wi�h the Pot�t's Bond Counsel, such approval to 6c conclusively evidenced by the executian and delive�y thereof. Section 4. Ap�ointment of ProCesszonals. Wil[iam Buphrat Municipal Finance, Tnc. is hereby confirmed and appointed as the Port's Iinancial advisor in connection with sate and delive�y of the Bonds. Stradling Yocca Carlson & Rauth, a Professional Corporation, is hereby confirmed and appointed the Port's bond counsei ir�connection with the sale and deliveiy of the Bonds. Sect[on S, Other Actions Authorized. The President, the Executive Directoz•and Secretaiy of the Board of Poi�t Commissioners and such other proper officers of the Port are hereby authorized to take alE actions and execute any and,al[ documents described in this Resolution and otherwise necessary or desirable to effect the sa[e and deliveiy of the Bonds pursuant lo the Vtaster Indenture and the Second Supple►ncntal Indenture; to chanAe the dates of any dacuments approvect at this meeting fi•o�n thc dates on the foz•ms subrxxitted to this mee�ing; and to do any and a11 things and to 2 DOCSSE/3G850vG/022931-0003 Reso:l.uti.on NoeP-21.78