|
(e) All requests for Disbursements must be made in accordance with Title XV
<br /> Rules and shall be made by forwarding a completed copy of a Disbursement Request,in the form
<br /> attached as Exhibit C hereto,to the Commission,along with the documentation for eligible Project
<br /> costs incurred since the last Disbursement Request and not previously submitted.
<br /> 8. The parties hereto acknowledge that the Authority may pledge the Bond to
<br /> secure payment of the Authority's revolving loan fund revenue bonds to be issued from time to
<br /> time (the "ADFA Bonds"). The Authority agrees not to make any other transfer or attempt to
<br /> transfer the Bond without the prior written consent of the Commission and without written
<br /> disclosure to the transferee that the interest on the Bond is includable in gross income for federal
<br /> income tax purposes. Upon transfer of the Bond,the Authority and the Commission may assign
<br /> their rights hereunder to the new owner of the Bond without consent of the Issuer.
<br /> 9. The Issuer agrees to pay the Authority at the Closing the Administrative
<br /> Fee,which fee may be paid from Bond proceeds at the option of the Issuer.
<br /> 10. The Issuer represents and warrants to,and agrees with,the Authority and
<br /> the Commission that:
<br /> (a) The Issuer is a city of the first class,duly organized and existing under the
<br /> laws of the State of Arkansas,and has,and at the date of Closing will have,full legal right,power,
<br /> and authority (i) to enter into this Agreement, (ii) to adopt the Bond Ordinance and the Tax
<br /> Ordinance,(iii)to issue,sell,and deliver the Bond to the Authority as provided herein,(iv)to levy
<br /> the Tax and pledge the collections of the Tax,and(v)to carry out and consummate the transactions
<br /> contemplated by this Agreement and the Bond Ordinance;
<br /> (b) The Issuer has complied,and will at the date of Closing be in compliance,
<br /> in all respects,with the Authorizing Legislation;
<br /> (c) By adoption of the Bond Ordinance pursuant to the Authorizing Legislation,
<br /> the Issuer has duly authorized and approved the execution and delivery of,and the performance
<br /> by the Issuer of the obligations contained in,the Bond and this Agreement and,when delivered to
<br /> and paid for by the Authority at the Closing in accordance with the provisions of this Agreement,
<br /> the Bond will have been duly authorized,executed,issued,and delivered and will constitute a valid
<br /> and binding obligation of the Issuer in accordance with its terms, in conformity with the
<br /> Authorizing Legislation,entitled to the benefit and security of the Bond Ordinance;
<br /> (d) The execution and delivery of this Agreement and the Bond,the adoption
<br /> of the Bond Ordinance and the Tax Ordinance,the levy of the Tax,the pledge of the collections
<br /> of the Tax to the Bond,and the carrying out and consummation of the transactions contemplated
<br /> by this Agreement and the Bond Ordinance will not conflict with or constitute a breach of or
<br /> default under any applicable law or administrative regulation of the State of Arkansas or the United
<br /> States or any judgment or decree or any agreement or other instrument to which the Issuer is a
<br /> party or is otherwise subject;
<br /> (e) There is no action, suit, proceeding, or investigation involving the Issuer
<br /> before or by any court,public board,or body pending or,to the knowledge of the Issuer,threatened
<br /> wherein an unfavorable decision, ruling, or finding would: (i)affect the creation, organization,
<br /> 4
<br />
|