c. Resolution/Shanley MIDA Bnd - Laserfiche WebLink

or its attorney duly authorized in writing, and neither the County, the Bond Registrar, the Company, nor the Mo~gagee shall be affected by any notice to the contrary. All such payments shall be valid and effectual to satisfy and discharge the liability upon the Bonds to the extent of the sum or sums so paid. The Bonds shall be initially registered in the name of the Mortgagee. 9. OPTIONAL TENDER DATES. Bonds tendered for purchase (the "Tendered Bonds") shall be purchased fi.om the Holder or Beneficial Owners thereof at the Purchase Price on the applicable Optional Tender Date, upon: (a) delivery by 5:00 p.m. Minneapolis, Minnesota time on any Business Day of written notice (or telephonic or oral notice promptly confirmed in writing) to the Paying Agent (the "Tender Agent") at its Principal Office of an irrevocable request by such Holder, which Optional Tender Notice shall identify (i) the aggregate principal amount, Series designation and certificate numbers of the Bonds to be purchased, and (ii) the Optional Tender Date, which date shall occur no earlier than the seventh calendar day after such notice is given, provided that such date shall be a Business Day; and (b) delivery to the Tender Agent at its Principal Office, at or prior to 10:00 a.m., Minneapolis, Minnesota time, on the Optional Tender Date, of the Bonds to be purchased, together with, an appropriate endorsement for transfer, or accompanied by a bond power endorsed in blank. Notwithstanding paragraph (b) of this Section, any Tendered Bond required to be pumhased pursuant to this Section and not delivered as required by paragraph (b) may, with the consent of the Company, Guarantor and Remarketing Agent, nevertheless be deemed to have been purchased on the Optional Tender Date (to the extent funds are held by the Tender Agent and available to pay the Purchase Price therefor), and, the Paying Agent shall authenticate new Bonds in lieu of such Tendered Bonds to the same effect as provided herein. The Tender Agent shall promptly, no later than the next Business Day following receipt of an Optional Tender Notice, give telegraphic or telephonic notice (promptly confirmed in writing) to the Remarketing Agent, the Company and the Guarantor of the Tender Agent's receipt of the notice of an Optional Tender Notice (and the related Optional Tender Date and principal amount of Tendered Bonds). 10. FUNDS FOR PURCHASE OF BONDS. On any Optional Tender Date the Purchase Price for ail Tendered Bonds shall be paid as and to the extent provided in paragraph 12 hereof. 11. TRANSFER AND REMARKETING OF PURCHASED BONDS. Tendered Bonds purchased (or deemed purchased in the case of non-delivery) shall be (a) transferred to the Tender Agent or its designees, to the extent the Purchase Price therefor was paid directly or indirectly from proceeds of the remarketing of such Bonds, (b) transferred to the Company to the extent the Purchase Price therefor was paid directly or indirectly by or on behalf of the Company, and (c) credited to the account of the Guarantor to the extent the Purchase Price thereof was paid from amounts paid under the Guaranty ("Credit Provider Bonds"). -3-