Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Project Facilities qualify as "pollution control facilities" for purposes of the Act and promote the public purposes of the Act by maintaining employment and alleviating unemployment in the Commonwealth.
(b) The Project Facilities promote the health, safety and general welfare of the people of the Commonwealth by reducing air, water and other pollution and contamination and permitting additional generation of electric energy.
(c) The Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refunding of the Prior Bonds through the issuance of the Bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound.
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Issuer is a public body corporate and politic established in the Commonwealth of Pennsylvania pursuant to the laws of the Commonwealth of Pennsylvania (including the Act). Under the Act, the Issuer has the power to enter into the Indenture, the Purchase Agreement and this Agreement and to carry out its obligations thereunder and to issue the Bonds to finance the Project Facilities.
(b) By adoption of the Resolutions at one or more duly convened meetings of the Issuer at which a quorum was present and acting throughout, the Issuer has duly authorized the execution and delivery of the Indenture, the Purchase Agreement and this Agreement and performance of its obligations thereunder and the issuance of the Bonds. Simultaneously with the execution and delivery of this Agreement, the Issuer has duly executed and delivered the Indenture and issued and sold the Bonds.
(c) Based on representations and information furnished to the Issuer by or on behalf of the Company and the Local Entity, the Issuer has found that the Company is qualified to be a beneficiary of financing provided by the Issuer pursuant to the Act.
(d) Based on representations and information furnished to the Issuer by or on behalf of the Company, the Issuer has found that the Project Facilities (i) will promote the public purposes of the Act, (ii) are located within the boundaries of the Commonwealth of Pennsylvania and within the boundaries of the county, city, town, borough or township which organized the Local Entity (or within the boundaries of the county in which such city, town, borough or township is located or in which such Local Entity is certified by The Pennsylvania Industrial Development Authority to act as an industrial development agency as defined in the Act), and (iii) will constitute a project within the meaning of the Act.
(e) The Issuer has filed a Preliminary Allocation Request (“PAR”) for purposes of receiving an allocation of the tax-exempt bond authority of the Commonwealth of Pennsylvania and has received approval of the PAR from the Pennsylvania Department of Community and Economic Development (the “Department”), certifying approval of such allocation for the Project Facilities as required by Section 146 of the Code. The Issuer will simultaneously with the issuance of the Bonds deliver a Final Allocation Request to the Department to obtain a final confirmation of such allocation.
(f) The Project Facilitie...
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The financing and refinancing of the facilities comprising the Project Facilities will promote the public purposes of the Act.
(b) The Issuer has the necessary power under the Act, and has duly taken all action required on its part, to execute and deliver this Agreement, to issue the Bonds and to cause the refunding of the 2004A Bonds. The execution, delivery and performance of this Agreement by the Issuer will not violate or conflict with any instrument to which the Issuer is a party or by which the Issuer or its properties are bound or any law to which the Issuer is subject. DMEAST #39742579 v10
(c) The Issuer is a public body corporate and politic and political subdivision of the State created under and in accordance with the Act. Under the Act, the Issuer has the power to enter into the Indenture, the Purchase Agreement and this Agreement and to carry out its obligations thereunder and to issue the Bonds to finance the Project Facilities.
(d) The Issuer has authorized, by all necessary corporate action, the execution, delivery and due performance of this Agreement, the Indenture and the Bonds and any and all such other agreements and documents as may be required to be executed and delivered by the Issuer in order to carry out, give effect to and consummate the transactions contemplated by this Agreement, the Indenture and the Bonds. The Issuer has the necessary power under the Act and has duly taken all action required on its part, to execute and deliver this Agreement, the Indenture and to undertake the financing of the Project Facilities and to issue the Bonds. The execution and performance of this Agreement and the Indenture by the Issuer will not violate or conflict with any instrument to which the Issuer is a party or by which the Issuer or its properties are bound or any law to which the Issuer is subject.
(e) Neither this Agreement nor any of the Revenues (as defined in the Indenture) have been pledged or hypothecated in any manner or for any purpose other than as provided in the Indenture as security for the payment of the Bonds.
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Project qualifies as a “water development project” and a “development project” for the purposes of the Act, and is consistent with the public purposes of the Act.
(b) The Project constitutes “waste water facilities” and “solid waste facilities” under the Act.
(c) The Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refunding of the Refunded Bonds through the issuance of the Bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound.
(d) The Issuer adopted the resolution authorizing the 1984 OE Bonds on October 11, 1984; the 1984 CEI Bonds on November 29, 1984; the 1985 CEI Bonds on July 16, 1985; the 1985 TX Xxxxx on August 15, 1985; the 1989 OE Bonds on June 22, 1989; the 1990 TX Xxxxx on December 21, 1989; the 1995 CEI Bonds on July 27, 1995; the 1998 CEI Bonds on September 24, 1998; the 1999 OE Bonds on March 25, 1999; the 2000 TX Xxxxx on May 2, 2000; the 2004 CEI Bonds on July 29, 2004; the 2005 CEI Bonds on May 26, 2005; and the Bonds on August 25, 2005.
(e) Following reasonable notice, a public hearing was held with respect to the issuance of the Bonds, as required by Section 147(f) of the Code.
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Project promotes the public purposes of the Act by maintaining employment and alleviating unemployment in the Commonwealth, and promotes the health, safety and general welfare of the people of the Commonwealth by reducing water and other pollution and contamination.
(b) The Project constitutes “pollution control facilities” under the Act.
(c) The Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refunding of the Refunded Bonds through the issuance of the Bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound.
(d) The Issuer adopted the resolution authorizing the Refunded Bonds on June 6, 1996; and the Bonds on November 15, 2011.
(e) The Refunded Bonds were issued on June 20, 1996.
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Project qualifies as an “air quality project” for the purposes of the Act, and is consistent with the public purposes of the Act.
(b) The Project constitutes “air quality facilities” under the Act.
(c) The Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refunding of the Refunded Bonds through the issuance of the Bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound.
(d) The Issuer adopted the resolution authorizing the Refunded Bonds on May 11, 2004; and the Bonds on November 8, 2011.
(e) The Refunded Bonds were issued on June 17, 2004.
Issuer Findings and Representations. The Issuer hereby: -----------------------------------
(a) Confirms its findings that the Project Facilities constitute a "project" for purposes of the Act in that they consist of properties, other than inventories, raw materials or other working capital, suitable or to be used for or in connection with a commercial or business enterprise as sports and recreational facilities or housing facilities for persons of low and middle income.
(b) Confirms its findings that the Issuer's refinancing of the Project Facilities will promote the public purposes of the Act and the public health, welfare, safety, convenience and prosperity of the inhabitants of Colorado by promoting industry and developing trade through the inducement of the Company to maintain its operations in Eagle County, mitigating the threat of unemployment and securing and maintaining a balanced and stable economy in Eagle County and in Colorado.
(c) Represents that the Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refinancing of the Project Facilities through the issuance of its revenue bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound. This Agreement constitutes the legal, valid and binding obligation of the Issuer, enforceable in accordance with its terms, subject to state and federal laws and equitable principles affecting the enforcement of creditors' rights.
(d) As required by the Act, this Agreement and the Note require payments by the Company in amounts sufficient to pay when due the principal of and interest, when due, on all Bonds issued by the Issuer for the Company with respect to the Project.
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Issuer is a body corporate and politic constituted as a public instrumentality created and existing under the laws of the State and is authorized by the Act to issue the Bonds and to enter into the transactions contemplated by the Indenture, the Bond Purchase Agreement and this Agreement and to carry out its obligations hereunder or thereunder.
(b) The Issuer has complied with the provisions of the Act and has full power and authority pursuant to the Act to consummate all transactions contemplated by the Indenture, the Bond Purchase Agreement and this Agreement, the Bonds, the Bond DMEAST #40393617 v9 Resolution and any and all other agreements relating thereto and to issue, sell and deliver the Bonds to the Trustee as provided herein;
(c) By the Bond Resolution duly adopted and still in full force and effect, the Issuer has duly authorized the execution, delivery and performance of this Agreement and the issuance of the Bonds and the taking of any and all actions as may be required on the part of the Issuer to carry out, give effect to and consummate the transactions contemplated by this Agreement;
(d) When delivered to and paid for by the Trustee in accordance with the terms of the Indenture, the Bonds will have been duly authorized, executed, issued and delivered. In addition, this Agreement has been duly authorized, executed and delivered, and constitutes the legal, valid and binding special limited obligation of the Issuer, enforceable in accordance with their terms except as such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights generally or (ii) general principles of equity applied by a court of law or equity;
(e) The execution and delivery of this Agreement and the Bonds, and the Issuer’s compliance with the provisions hereof and thereof, do not and will not conflict with or constitute on the part of the Issuer a violation of, breach of or default under any constitutional provision, statute, indenture, deed of trust, resolution, note or other agreement or instrument to which the Issuer is a party or by which the Issuer is bound, or any order, rule or regulation of any court or governmental agency or body having jurisdiction over the Issuer or any of its activities and property;
(f) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any ...
Issuer Findings and Representations. The Issuer hereby confirms its findings and represents that:
(a) The Project qualifies as a “pollution control facility” for the purposes of the Act, and is consistent with the public purposes of the Act.
(b) The Project constitutes “pollution control facility” under the Act.
(c) The Issuer has the necessary power under the Act, and has duly taken all action on its part required, to execute and deliver this Agreement and to undertake the refunding of the Refunded Bonds through the issuance of the Bonds. The execution and performance of this Agreement by the Issuer will not violate or conflict with any instrument by which the Issuer or its properties are bound.
Issuer Findings and Representations. (a) The Issuer has found that the Project and the financing thereof through issuance of the Bonds will promote the public purposes of the Act and the public welfare by encouraging and assisting the location, purchase, construction, reconstruction, modernization, improvement, maintenance, repair, furnishing, equipping and expansion by industrial and commercial enterprises of their facilities within the State and the alleviation and prevention of conditions of unemployment and be otherwise strengthening the economy of the State and its municipalities.
(b) Based upon the advice of Bond Counsel, the Issuer has the necessary power under the Act, and has duly taken all action on its part required to authorize, execute and deliver the Agreement and to issue the Bonds. The execution and performance by the Issuer of its obligations under this Agreement will not violate or conflict with any instrument by which the Issuer or its properties are bound.
(c) All of the proceedings approving the Agreement and the Indenture relating to the Bonds were conducted by the Issuer at meetings which complied with Act 267, Michigan Public Acts, 1976, as amended.
(d) Any member of the Board of Directors of the Issuer who is directly or indirectly a party to or in any manner whatsoever interested in the Agreement, the Indenture, the Bonds or the proceedings related thereto abstained from participating in and voting in any proceedings relating to issuance of the Bonds.
