(Published in The Norman Transcript March 17, 2015, 1t) R-1415-91 Resolution A RESOLUTION OF THE CITY OF NORMAN, OKLAHOMA (THE CITY) APPROVING THE INCURRENCE OF INDEBTEDNESS BY THE NORMAN MUNICIPAL AUTHORITY (THE AUTHORITY) ISSUING ITS SALES TAX REVENUE NOTE, SERIES 2015 (THE NOTE); PROVIDING THAT THE ORGANIZATIONAL DOCUMENT CREATING THE AUTHORITY IS SUBJECT TO THE PROVISIONS OF THE NOTE INDENTURE; AUTHORIZING THE ISSUANCE OF SAID NOTE; WAIVING COMPETITIVE BIDDING WITH RESPECT TO THE SALE OF SAID NOTE AND APPROVING THE PROCEEDINGS OF THE AUTHORITY PERTAINING TO THE SALE OF SAID NOTE; APPROVING AND AUTHORIZING THE EXECUTION OF A SALES TAX AGREEMENT BY AND BETWEEN THE CITY AND THE AUTHORITY PERTAINING TO THE YEAR-TO-YEAR PLEDGE OF CERTAIN SALES TAX REVENUES; AND CONTAINING OTHER PROVISIONS RELATING THERETO. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORMAN, OKLAHOMA: SECTION 1. INDEBTEDNESS AUTHORIZED. The Norman Municipal Authority (the Authority) is hereby authorized to incur an indebtedness by the issuance of its Sales Tax Revenue Note, Series 2015 in the amount of $22,825,000.00 (the Note), all according to the terms and conditions of a Note Indenture by and between the Authority and BancFirst, as Trustee (the Note Indenture), provided that said Note shall never constitute a debt of The City of Norman, Oklahoma (the City). SECTION 2. ORGANIZATIONAL DOCUMENT SUBJECT TO INDENTURE. The organizational document creating the Authority, is hereby made subject to the terms of the Indenture(s) authorizing the issuance and securing the payment of the Note as more fully described in Section 1 hereof. SECTION 3. WAIVING COMPETITIVE BIDDING; APPROVAL OF SALE PROCEEDINGS. The waiving of competitive bidding for the sale of the Note and the sale of said Note by the Authority to DNT Asset Trust, a wholly owned subsidiary of JPMorgan Chase Bank, N.A., at a price of par, is hereby approved. SECTION 4. SALES TAX AGREEMENT. The City hereby approves and authorizes the execution of a Sales Tax Agreement between the City and the Authority (the Sales Tax Agreement), which Sales Tax Agreement pertains to a year-to-year pledge of certain sale tax revenue as security for the Note. SECTION 5. AUTHORIZING EXECUTION. The Mayor or Vice Mayor and City Clerk or Deputy City Clerk of the City representing the City at the closing of the above-referenced note issue are hereby authorized to execute and deliver on behalf of the City any and all certifications and documentation necessary or attendant to the delivery of the Note, as directed by Bond Counsel. PASSED AND APPROVED THIS 10TH DAY OF MARCH, 2015. THE CITY OF NORMAN, OKLAHOMA By: s/ Cindy Rosenthal Mayor (SEAL) By: s/ Brenda Hall City Clerk R-1415-91 CERTIFICATE OF CITY COUNCIL ACTION I, the undersigned, hereby certify that I am the duly qualified and acting City Clerk of the City of Norman, Oklahoma. I further certify that the City Council of the City of Norman, Oklahoma, held a Regular Meeting at 6:30 oclock p.m., on March 10, 2015, after due notice was given in full compliance with the Oklahoma Open Meeting Act. I further certify that attached hereto is a full and complete copy of a Resolution that was passed and approved by said City Council at said meeting as the same appears in the official records of my office and that said Resolution is currently in effect and has not been repealed or amended as of this date. I further certify that below is listed those Councilmembers present and absent at said meeting; those making and seconding the motion that said Resolution be passed and approved; and those voting for and against such motion: PRESENT: Councilmembers Allison, Castleberry, Heiple, Holman, Jungman, Miller, Williams, Mayor Rosenthal ABSENT: Councilmember Lang MOTION MADE BY: Councilmember Williams MOTION SECONDED BY: Councilmember Holman AYE: Councilmembers Allison, Castleberry, Heiple, Holman, Jungman, Miller, Williams, Mayor Rosenthal NAY: None WITNESS MY HAND THIS 10TH DAY OF MARCH, 2015. THE CITY OF NORMAN, OKLAHOMA s/ Brenda Hall City Clerk (SEAL)
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