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HomeMy WebLinkAboutEDCRes2011.11.01As, /V, aoll*-01 C-66) RESOLUTION OF THE BOARD OF DIRECTORS OF ANNA ECONOMIC DEVELOPMENT CORPORATION REGARDING A LOAN WHEREAS, ANNA ECONOMIC DEVELOPMENT CORPORATION ("Aorrower") proposes to enter into the Loan Agreement dated as of November 8, 2011 (as amended, restated, supplemented and/or otherwise modified, the "Loan Afreement'), with Government Capital Corporation, as lender ("Lender') to enable Borrower to purchase a building to be renovated and used as the Corporation's primary facility for economic development projects in the City, and the Borrower has agreed to pledge its Economic Development Sales and Use Tax. All capitalized terms used herein, but not otherwise defined herein, shall have the meaning ascribed to such term in the Loan Agreement. WHEREAS, the proposed form of the Loan Agreement and Note and the Sales Tax Remittance Agreement have been presented to this meeting. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF ANNA ECONOMIC DEVELOPMENT CORPORATION AS FOLLOWS: Section 1. The Board of Directors agrees to enter into the Loan Agreement, Note and the mow Sales Tax Remittance Agreement to purchase a building to be renovated and used as the Corporation's primary facility for economic development projects in the City at an interest rate agreed upon by the Lender and the Borrower on the date of execution of the Note, the Loan Agreement and the Sales Tax Remittance Agreement and, in order to secure the principal of and interest on the Note, to pledge its Economic Development Sales and Use Tax. Section 2. That any one or more of the Authorized Officers of the Borrower listed in Section 3 below be, and each of them hereby is, authorized to execute, acknowledge and deliver in the name and on behalf of Borrower to the Lender the Loan Agreement including all attachments and exhibits thereto, the Note and the Sales Tax Remittance Agreement, and the Loan Agreement, the Note and the Sales Tax Remittance Agreement shall be in substantially the form presented to this meeting with such changes as the signing officer shall determine to be advisable. Further, said Authorized Officers are authorized to execute, acknowledge and deliver in the name and on behalf of the Borrower any other agreement, instrument, certificate, representation and document, and to take any other action as may be advisable, convenient or necessary to enter into such Loan Agreement, the Note and the Sales Tax Remittance Agreement; the execution thereof by any such Authorized Officer shall be conclusive as to such determination. Section 3. That for the purpose of this resolution, the following persons, or the persons holding the following positions, are "Authorized 4 icers " duly authorized to enter into the transaction contemplated by this resolution in the name and on behalf of Borrower: Resolution of Corporation Page 1 of 2 Title Name President Constance Ann Stump Secretary Sherilyn Godfrey Section 4. That there is hereby authorized the execution and delivery by the Authorized Officers or any one of them in the name of and on behalf of Borrower the Loan Agreement, including all attachments and exhibits thereto, the Note and the Sales Tax Remittance Agreement in substantially the form presented to this meeting with such changes as the signing officer shall determine advisable, and the execution thereof shall be conclusive as to such determination. Section 5. That this Resolution shall take etTect immediately. PASSED AND ADOPTED this November 8, 2011. ANNA ECONOMIC DEVELOPMENT CORPORATION By: Constance Ann Stump, President ATTEST: i�' By: �"` Sherilyn Godfre Secretary '