08-1925 Refinancing Land Acquisition Note, Series 2005 - Concord Center Property

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required by this Resolution. The Note shall be substantially in the form attached to the Loan Agreement, with such changes as shall be approved by the Mayor, such approval to be conclusively evidenced by the execution thereof by the Mayor. The Note shall be executed on behalf ofthe City with the manual signature of the Mayor and the City Clerk and the official seal of the City. In case anyone or more of the officers who shall have signed or sealed the Note shall cease to be such officer of the City before the Note so signed and sealed has been actually sold and delivered, such Note may nevertheless be sold and delivered as herein provided and may be issued as if the person who signed or sealed such Note had not ceased to hold such office. The Note may be signed and sealed on behalf of the City by such person who at the actual time of the execution of such Note shall hold the proper office ofthe City, although, at the date of such Note, such person may not have held such office or may not have been so authorized. SECTION 6. COVENANT TO BUDGET AND APPROPRIATE. The City covenants and agrees to appropriate in its annual budget, by amendment, if necessary, from Non-Ad Valorem Revenues lawfully available in each fiscal year, amounts sufficient to pay the principal of and interest on the Note when due, all in accordance with the provisions of this Resolution. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non-Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non-Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non-Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non-Ad Valorem Revenues, nor does it preclude the City from pledging in the future its Non-Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non-Ad Valorem Revenues, nor does it give the holder ofthe Note a prior claim on the Non-Ad Valorem Revenues as opposed to claims of general creditors of such City. Such covenant to budget and appropriate N on- Ad Valorem Revenues is subject in all respects to the payment of obligations secured by a pledge of such Non-Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate for the purposes and in the manner stated herein shall have the effect of making available for the payment of the Note, in the manner described herein, Non-Ad Valorem Revenues, and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations hereunder; subject, however, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. SECTION 7. AUTHORIZATION OF EXECUTION OF CERTIFICATES AND OTHER INSTRUMENTS. The Mayor or any other member of the Commission or authorized City staff is hereby authorized and directed to execute and deliver certificates of the City certifying such facts as Greenberg Traurig, P.A., as note counsel, shall require, in connection with the issuance, sale and delivery of the Loan Agreement and the Note and to execute and deliver such other instruments as shall be necessary or desirable to perform the City's obligations under any agreement securing the Note. 3