Minutes 03/13/2001 - Laserfiche WebLink

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March 13, 2001 7. Re,qistration, Transfer and Exchan,qe. Upon surrender for transfer or exchange of the 2001 Notes at the principal office of the Registrar, the City shall execute and deliver and the Registrar shall authenticate in the name of the transferee or transferees a new 2001 Note or Notes of any authorized denomination in an aggregate principal amount equal to the 2001 Note surrendered and of the same form and maturity and bearing interest at the same rate as the 2001 Note surrendered, subject in each case to such reasonable regulations as the City and the Registrar may prescribe. All 2001 Notes presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and substance reasonably satisfactory to the City and the Registrar, duly executed by the registered owner or by his or her duly authorized attorney-in-fact or legal representative. No 2001 Note may be registered to bearer. New 2001 Notes delivered upon any transfer or exchange shall be valid obligations of the City, evidencing the same debt as the 2001 Notes surrendered, shall be entitled to all of the security and benefits hereof to the same extent as the 2001 Notes surrendered. 8. Char,qes for Exchanqe or Transfer. No charge shall be made for any exchange or transfer of 2001 Notes, but the City may require payment by the registered owner of any 2001 Note of a sum sufficient to cover any tax or other governmental charge which may be imposed with respect to the transfer or exchange of such 2001 Note. 9. Further Actions. The City Manager and the Chief Financial Officer and such officers and agents of the City as either of them may designate are authorized and directed to take such further action as they deem necessary regarding the issuance and sale of the 2001 Notes and all actions taken by such officers and agents in connection with the issuance and sale of the 2001 Notes are ratified and confirmed. 10. Filin,q of Resolution. The City Attorney of the City is directed to file a copy of this resolution, certified by the City Clerk, with the Circuit Court of the City, in accordance with Section 15.2-2607 of the City of Virginia, 1950." "A RESOLUTION APPROVING AN AMENDMENT TO A COOPERATION AGREEMENT WITH THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF PORTSMOUTH, RELATING TO A FINANCING FOR AN OUTDOOR PERFORMING ARTS CENTER AND RELATED FACILITIES. WHEREAS, the Industrial Development Authority of the City of Portsmouth (the "Authority") adopted on February 15, 2000, a resolution (the "Prior Resolution") authorizing (a) the issuance of revenue bonds (the "Bonds") in a principal amount not to exceed $10,000,000, including the issuance of a note in anticipation of such bonds (the "Note" and together with the Bonds, the "IDA Obligations"), (b) the construction of an outdoor performing arts center and related facilities on the downtown Portsmouth waterfront (the "Project"), and (c) after construction of the Project, the operation of the Project in the public interest through a long-term lease or operating agreement; and WHEREAS, the Council (the "Council") of the City of Portsmouth, Virginia (the "City"), adopted on March 14, 2000, a resolution authorizing a general obligation guarantee for the benefit of the Authority, in connection with the construction of the Project; and WHEREAS, in connection with the issuance of the Note on March 23, 2000, the City and the Authority have entered into a Cooperation Agreement dated as of March 23, 2000 (the "Cooperation Agreement"), reflecting the general obligation guarantee of the City to make payments under the Cooperation Agreement in amounts sufficient to enable the Authority to pay when due the principal of and premium, if any, and interest on the IDA Obligations; and WHEREAS, the Authority has determined that it will be in the best interests of the City and the Authority to delay the issuance of the Bonds and, in the interim, to extend the maturity of the Note at a new interest rate and has requested that the City consent to an amendment to the Cooperation Agreement reflecting the amended terms of the Note (the "Amendment");