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Section 8. Loan Agreement, Promissory Note ,Indenture, Preliminary Official Statement,
<br />Official Statement, Bond Purchase Agreement, and all other Documents to be Executed or Accepted
<br />by the Issuer. In order to better secure the payment of the principal of, premium, if any, and interest
<br />on the Bonds as the same shall become due and payable, the Mayor and the Clerk of the Issuer are
<br />authorized and directed to execute, acknowledge and deliver, in the name and on behalf of the Issuer,
<br />the Indenture, the Loan Agreement, Promissory Note and the Bond Purchase Agreement, and all
<br />other material documents and assignments to be executed or accepted by it in substantially the forms
<br />submitted to the Issuer or its counsel, which are hereby approved, with such changes therein not
<br />inconsistent with this Bond Ordinance and not substantially adverse to the Issuer as may be permitted
<br />by the Act and approved by the officers executing the same on behalf of the Issuer without further
<br />approval of the Common Council or of the Commission if such changes do not affect terms set forth
<br />in I.C. 36-7-12-27(a)(1) through (a)(10). The approval of such changes by such officers, to the
<br />extent not substantially adverse to the Issuer, shall be conclusively evidenced by the execution or
<br />acceptance of receipt of any of the foregoing documents by such officers.
<br />The Issuer approves and ratifies the use and distribution of a Preliminary Official Statement
<br />and an Official Statement, in substantially the form submitted to the Issuer, in connection with the
<br />issuance, sale and delivery of the Bonds, and authorizes and directs the Mayor of the Issuer to sign
<br />the Official Statement if so requested by counsel to the Underwriter.
<br />Section 9. Covenants of the Issuer. In addition to other covenants of the Issuer in this Bond
<br />Ordinance, the Issuer further covenants and agrees as follows:
<br />(a) Payment of Principal, Premium and Interest. The Issuer will, solely from the sources
<br />herein provided, pay or cause to be paid the principal of, premium, if any, and interest on each and
<br />all Bonds on the dates, at the places and in the manner provided herein and in the Bonds, and in all
<br />other documents referred to herein.
<br />(b) Performance of Covenants, Authority and Actions. The Issuer will at all times faithfully
<br />observe and perform all agreements, covenants, undertakings, stipulations and provisions contained
<br />in the Indenture, the Loan Agreement and the Bond Purchase Agreement executed and delivered,
<br />or received, under this Bond Ordinance, and in all other proceedings of the Issuer pertaining to the
<br />Indenture, the Loan Agreement and the Bond Purchase Agreement. The Issuer warrants and
<br />covenants that it is, and upon delivery of the Bonds will be, duly authorized by the laws of the State
<br />of Indiana, including particularly and without limitation, the Act, to issue the Bonds and to execute
<br />the Loan Agreement, the Indenture and the Bond Purchase Agreement, and all other documents to
<br />be executed or received by it, to provide the security for payment of the principal of, premium, if
<br />any, and interest on the Bonds in the manner and to the extent herein set forth; that all actions on its
<br />part for the issuance of the Bonds and execution or acceptance and delivery of the Loan Agreement,
<br />the Indenture, the Bond Purchase Agreement and all other documents to be executed or accepted by
<br />it have been or will be duly and effectively taken; and that the Bonds will be valid and enforceable
<br />special, limited obligations of the Issuer according to the terms thereof. Each provision of this Bond
<br />Ordinance, the Indenture, each Bond and all other documents to be executed by the Issuer is binding
<br />RESUCB~269079.1 -5-
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