6.3. SR 09-19-2011 - Laserfiche WebLink

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13. Indemnification by Borrower. It is understood and agreed that the Borrower shall indemnify the City against all liabilities, losses, damages, costs and expenses (including attorney's fees and expenses incurred by the City) arising with respect to the Project or the Bonds, as provided for and agreed to by and between the Borrower and the City in the Loan Agreement. 14. Headings; Terms. Paragraph headings in this Resolution are for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture and Series 2011 Loan Agreement. 15. Qualified Tax Exempt Obli ag tion. In order to qualify the Bonds as "qualified tax- exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), the City hereby designates the Bonds as qualified tax-exempt obligations for purposes of Section 265(b)(3) of the Code and in connection therewith makes the following factual findings; (a) the Bonds will be issued after August 7, 1986; (b) the Bonds are not treated as "private activity bonds" under Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than obligations described in clause (ii) of Section 265(b)(3)(C) of the Code) which will be issued by the City (and all entities whose obligations will be aggregated with those of the City) during the calendar year 2011 will not exceed $10,000,000; and (d) not more than $10,000,000 of obligations issued by the City during the calendar year 2011 have been designated for purposes of Section 265(b)(3) of the Code. The motion for the adoption of the foregoing resolution was duly seconded by member and after full discussion thereof and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon said resolution was declared duly passed and adopted this 19a' day of September, 2011. John J. Dietz, Mayor ATTEST: Tina Allard, City Clerk 391851v2 JSB EL185-16 6