RES 13-01 - Laserfiche WebLink

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construction and operation of the Project to the end that interest on the Bonds shall at all times be • excludable from federal gross income. (n) It will not use the proceeds of the Bonds in such a manner as to cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and applicable Treasury Regulations; and to this end, the Authority shall pay to the United States, as a rebate, an amount equal to the sum of (i) the excess of (I) the aggregate amount earned on all nonpurpose obligations (other than investments attributable to an excess described in this clause), over (II) the amount which would have been earned if all nonpurpose obligations were invested at a rate equal to the yield on the Bonds plus (ii) any income attributable to the excess described in clause (i), at the times and in the amounts required by Section 148 of the Code, all within the meaning of Section 148 of the Code. The Authority shall maintain records of the interest rate borne by the Bonds and the investments of the Escrow Account and Debt Service Account and earnings thereon in adequate detail to enable the Authority to calculate the amount of any rebate required to be made to the United States. The Authority shall pay the rebate to the United States at times and in installments which satisfy Section 148 of the Code and the Treasury Regulations, at least once every 5 years and within 60 days after the day on which the last of the Bonds is redeemed. Calculations of the amount to be rebated shall be made at least every 5 years, by an independent accountant selected by the Authority. Such calculations shall be retained until 6 years after the retirement of the Bonds. The rebate shall be calculated as provided in the applicable Treasury Regulations, including taking into account the gain or loss on the disposition of nonpurpose investments. 32. Tax Exemption Agreement. The Authority will enter into a Tax Exemption • Agreement, dated February 12, 2013, with the YMCA. The Tax Exemption Agreement is hereby approved and the President and Executive Director are authorized to execute the Tax Exemption Agreement on behalf of the Authority. 33. Defeasance. When all Bonds have been discharged as provided in this Section, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The Authority may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The Authority may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The Authority may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such • earlier redemption date. 20 414396v3 JSB EL185-21