c. Resolution/Shanley MIDA Bnd - Laserfiche WebLink

Amounts in the Purchase Account not applied to the purchase of Tendered Bonds because of the non-delivery of any Tendered Bonds shall be held by the Paying Agent in a separate trust account for payment of the Purchase Price of such non-delivered Bonds, provided that moneys so held for Bonds not presented for purchase within two years and eleven months following the Tender Date shall (a) be reported and disposed of by the Paying Agent in accordance with applicable unclaimed property laws or (b) to the extent permitted under applicable law, and if the County or any successor to the obligations of the County under the Resolution, the Lease Agreement and the Bonds shall not at the time, to the knowledge of the Paying Agent, be in default with respect to any of the terms and conditions contained in the Resolution, the Lease Agreement or in such Bonds, be paid to the Company or its designees and thereafter persons holding such non-delivered Bonds may look only to the Company for payment of the Purchase Price of such Bonds. 13. QUALIFIED TAX-EXEMPT OBLIGATIONS. The County hereby designates the Bonds as "Qualified Tax-Exempt Obligations" for purposes of Section 265(b)(3) of the Code and covenants that the Bonds constitute qualified 501(c)(3) bonds as defined in Section 145 of the Code, and that not more than $t0,000,000 aggregate principal amount of obligations the interest on which is excludable (under Section 103(a) of the Code) from gross income for federal income taxes (excluding, however, private activity bonds, as defined in Section 141 of the Code, other than qualified 501(c)(3) bonds), including the Bonds, have been or shall be issued by the County including all subordinate entities of the County, during the calendar year 2002. 14. DEFINITIONS. Terms not otherwise defined in this Bond Resolution but defined in the Lease Agreement or amendment thereto shall have the same meanings in this Bond Resolution and shall be interpreted herein as provided therein. 15. CERTIFICATES, ETC. The Chair ofthe Board of County Commissioners, the County Auditor, and any other officers of the County, are hereby authorized to execute and deliver for and on behalf of the County any and all additional certificates, documents and other papers and to perform any and all other acts as they may deem necessary and appropriate in order to carry out the matters herein authorized and the intent and purposes thereof. 16. INVALID PROVISIONS SEPARABLE. If any section, paragraph, clause or provision of this Bond Resolution (including the agreements and documents on file with the County Auditor and herein referred to, which are made a part hereof and incorporated herein by reference) shall be held invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the other provisions of this Bond Resolution or of said agreements and documents. (Remainder of this page intentionally left blank.) -5-