c. Resolution/Shanley MIDA Bnd - Laserfiche WebLink

A single registered Bond, substantially in the form of Exhibit A to this Bond Resolution, shall be initially issued and delivered to the Wells Fargo Brokerage Services, LLC ("Wells Fargo"). The principaI of and interest on the Bonds shall be payable at the office of Wells Fargo in Minneapolis, Minnesota. The proposal of Wells Fargo to purchase the Bonds at a price of 100% of par value is hereby found and determined to be reasonable and is hereby accepted. Pursuant to the Amendment, the purchase price of the Bonds will be loaned by the County to the Company to provide funds to finance the Project. $. EXECUTION~ DELIVERY AND ENDORSEMENT OF BONDS. The Bonds may be in typewritten or printed form and shall be executed by the manual signatures of the Chair or Vice Chair of the Board of County Commissioners and County Auditor and the official seal of the County may be affixed thereto and attested by the County Auditor. When so prepared and executed, the Bonds shall be delivered to the Mortgagee upon payment of the purchase price, and upon receipt of the signed legal opinion ofAmtson & Stewart, P.C., Fargo, North Dakota, bond counsel. The Bonds shall bear interest as provided therein on the amount outstanding, from time to time, and remaining unpaid. The Bonds shall contain a recital that they are issued pursuant to the Act, and such recital shall be conclusive evidence of the validity and regularity of the issuance thereof. 6. REGISTRATION RECORDS. Wells Fargo is hereby appointed bond registrar (the "Bond Registrar") for the County and shall keep a bond register in which it shall provide for the registration of the Bonds and for transfers of the Bonds. The principal of and interest on the Bonds shall be paid to Wells Fargo for the account of the Holder entitled thereto as provided in the Amendment. 7. MUTILATED, LOST, STOLEN OR DESTROYED BONDS. Ifany Bond is mutilated, lost, stolen or destroyed, the County may execute and deliver to the Holder a new Bond of like amount, date, number and tenor as that mutilated, lost, stolen or destroyed; provided that, in the case of mutilation, the mutilated Bond shall first be surrendered to the County, and in the case of a lost, stolen or destroyed Bond, there shall be first furnished to the County and the Company evidence of such loss, thel2 or destruction satisfactory to the County and the Company, together with indemnity satisfactory to them. The County and the Company may charge the Holder with their reasonable fees and expenses in replacing any mutilated, lost, stolen or destroyed Bond. 8. TRANSFER OF BONDS; PERSON TREATED AS HOLDER. The Bonds shall be transferable by the Holder on the bond register of the County, upon presentation of the Bonds for notation of such transfer thereon at the office of the Bond Registrar, accompanied by a written instrument of transfer in form satisfactory to the Bond Registrar, duly executed by the Holder or its attorney duly authorized in writing. The Holder seeking to transfer ownership of the Bonds shall also give written notice thereof to the Company. The Bonds shall continue to be subject to successive transfers at the option of the Holder of the Bonds. No service charge shall be made for any such transfer, but the Bond Registrar may require payment ora sum sufficient to cover any tax or other governmental charge payable in connection therewith. The person in whose name the Bonds shall be issued or, if transferred, shall be registered from time to time shall be deemed and regarded as the absolute Holder thereof for ali purposes, and payment of or on account of the principal of and interest on the Bonds shall be made only to or upon the order of the Holder thereof, -2-