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CASS COUNTY,NORTH DAKOTA <br /> RESOLUTION APPROVING THE ISSUANCE AND SALE OF HEALTH <br /> CARE FACILITIES REVENUE BONDS, SERIES 2014 (ESSENTIA <br /> HEALTH OBLIGATED GROUP),AND AUTHORIZING THE <br /> EXECUTION OF DOCUMENTS RELATING THERETO <br /> BE IT RESOLVED by the Board of County Commissioners of Cass County, North <br /> Dakota, as follows: <br /> Section 1. Definitions. The terms used herein, unless the context hereof requires otherwise, <br /> have the following meanings, and any other terms defined in the Loan Agreement <br /> or the Bond Indenture (both as hereinafter defined) have the same meanings when <br /> used herein as assigned to them in the Loan Agreement or the Bond Indenture <br /> unless the context or use thereof indicates another or differing meaning or intent: <br /> a. Act: Chapter 40-57,North Dakota Century Code, as amended. <br /> b. Assignment: the integral assignment by the County to the Bond Trustee of the <br /> Obligated Group Note. <br /> c. Authorized Officers: the Chairman of the Board and the County Auditor. <br /> d. Bank: Wells Fargo Bank, National Association, a national banking association, <br /> the original purchaser of the Bonds. <br /> e. Board: the Board of County Commissioners, the governing body of the County. <br /> f. Bond Counsel: the law firm of Fryberger, Buchanan, Smith& Frederick, P.A. <br /> g. Bond Indenture: the Trust Indenture to be entered into between the County and <br /> the Bond Trustee, pursuant to which County pledges and grants a security interest <br /> in all of its rights, title, and interest in the Loan Agreement (except for certain <br /> rights of the County to payment, indemnification and enforcement) and the <br /> Obligated Group Note, to the Bond Trustee. <br /> h. Bond Trustee: U.S. Bank National Association, a national banking association <br /> with an office located in St. Paul, Minnesota, its successors and assigns. <br /> i. Bonds: Health Care Facilities Revenue Bonds, Series 2014 (Essentia Health <br /> Obligated Group), as further described below. <br /> j. Borrower: Essentia Health being (as represented to the County), a Minnesota <br /> nonprofit corporation and organization described in Section 501(c)(3) of the <br /> Code, the corporate offices of which are located at 502 East Second Street, in <br /> Duluth, Minnesota. <br />