2016/04/04 RESOLUTION OF THE BOARD OF COMMISSIONERS APPROVING INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST 2009 COPS EXTRACTS FROM MINUTES OF BOARD OF COMMISSIONERS
A Regular Meeting of the Board of Commissioners(the"Board')of the County of Harnett,North
Carolina was held on Monday, April 4, 2016, at 7:00 p.m. in the County Commissioners' Meeting Room,
Harnett County Administration Building, 102 East Front Street, Lillington, North Carolina, Jim Burgin,
Chairman of the Board of Commissioners of the County of Harnett, North Carolina, presiding and the
following Commissioners present:
Jim Burgin,Chairman
Gordon Springle,Vice-Chairman
Abe Elmore,Commissioner
Barbara McKoy,Commissioner
Joe Miller, Commissioner
Commissioners Absent: N/A
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Commissioner Elmore introduced the following resolution, a summary of which had been
provided to each Commissioner, a copy of which was available with the Clerk to the Board and which
was read by title:
RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT,
NORTH CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A
DEED OF TRUST WITH RESPECT THERETO AND DELIVERY THEREOF AND
PROVIDING FOR CERTAIN OTHER RELATED MATTERS
WHEREAS, the County of Harnett, North Carolina (the "County") is a validly existing political
subdivision of the State of North Carolina, existing as such under and by virtue of the Constitution,
statutes and laws of the State of North Carolina(the"State");
WHEREAS, the County has the power, pursuant to the General Statutes of North Carolina to
(1)purchase real and personal property, (2)enter into installment financing contracts in order to finance
the purchase of real and personal property used,or to be used, for public purposes,and(3)grant a security
interest in some or all of the property purchased to secure repayment of the purchase price;
WHEREAS, the County has previously executed and delivered an Installment Purchase Contract
dated as of February 1, 2009 (the "Prior Contract") between the County and Harnett County Public
Facilities Corporation(the"Corporation");
WHEREAS, to secure its obligations under the Prior Contract, the County has previously
executed and delivered a deed of trust encumbering, among other collateral, the site on which Harnett
Central High School is located(the"Site")and the improvements thereon;
WHEREAS, the Board of Commissioners of the County(the"Board")has previously determined
that it is in the best interest of the County to refinance its installment payment obligations under the Prior
Contract;
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WHEREAS, the Board hereby determines that it is in the best interest of the County to enter into
an installment financing contract dated on or about April 21, 2016 (the "Contract")with Regions Capital
Advantage, Inc. (the "Lender") in order to pay the capital costs of refinancing its installment payment
obligations under the Prior Contract;
WHEREAS, the Board hereby further determines that it is in the best interest of the County to
enter into a deed of trust, security agreement and fixture filing in connection with the Contract(the"Deed
of Trust")relating to the County's fee simple interest in the Site and the improvements thereon;
WHEREAS, the Board adopted a resolution on March 7, 2016 making certain findings with
respect to the Contract,the Deed of Trust and the projects to be refinanced thereby;
WHEREAS, the Board conducted a public hearing on March 21, 2016 to receive public
comments on the Contract,the Deed of Trust and the projects to be refinanced thereby;
WHEREAS, the County has filed an application with the LGC for approval of the LGC with
respect to the County entering into the Contract in an aggregate principal amount of not to exceed
$31,900,000 at the interest rate specified in the Contract;
WHEREAS, there has been made available to the Board the forms of the:
(a) the Contract;
(b) the Deed of Trust;
(c) an Escrow Agreement dated as of April 21, 2016 (the "Escrow
Agreement") between the County and U.S. Bank National Association, as escrow agent,
relating to the refinancing of the County's payment obligations under the Prior Contract;
and
(d) a Lease Agreement dated as of April 21, 2016 (the "Lease Agreement")
between the County and the Harnett County Board of Education relating to the lease of
the Site by the County to the Board of Education;
(collectively, the "Instruments"), which the County proposes to approve, enter into and deliver, as
applicable,to effectuate the proposed refinancing at an interest rate specified in the Contract; and
WHEREAS, it appears that each of the Instruments is in appropriate form and is an appropriate
instrument for the purposes intended;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMbIISSIONERS OF
THE COUNTY OF HARNETT,NORTH CAROLINA,AS FOLLOWS:
Section 1. Ratification of Prior Actions. All actions of the County, the County Manager,
the Finance Officer and the Clerk to the Board and their respective designees in effectuating the proposed
refinancing are hereby approved, ratified and authorized pursuant to and in accordance with the
transactions contemplated by the Instruments.
Section 2. Approval, Authorization and Execution of Contract and other Instruments.
The County hereby approves the refinancing of the Prior Contract in accordance with the terms of the
Contract, which will be a valid, legal and binding obligation of the County in accordance with its terms.
The County hereby approves the amount advanced by the Lender to the County pursuant to the Contract
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in an aggregate principal amount not to exceed $31,900,000 at the interest rate specified in the Contract,
such amount to be repaid by the County to the Lender as provided in the Contract. The forms, terms and
content of the Instruments are in all respects authorized, approved and confirmed, and the Chairman, the
County Manager, the Finance Officer of the County and the Clerk to the Board or their respective
designees are each authorized, empowered and directed, individually and collectively, to execute and
deliver the Instruments for and on behalf of the County, including necessary counterparts, in substantially
the forms presented to the Board, but with such changes, modifications, additions or deletions therein as
they may deem necessary, desirable or appropriate, their execution thereof to constitute conclusive
evidence of their approval of any and all such changes, modifications, additions or deletions, and that
from and after the execution and delivery of the Instruments, the Chairman, the County Manager, the
Finance Officer of the County and the Clerk to the Board or their respective designees are hereby
authorized, empowered and directed, individually and collectively, to do all such acts and things and to
execute all such documents as may be necessary to carry out and comply with the provisions of the
Instruments as executed.
Section 3. Further Actions. The County Manager, the Chairman of the Board and the
Finance Officer of the County are each hereby designated as the County's representatives to act on behalf
of the County in connection with the transactions contemplated by the Instruments, and the County
Manager, the Chairman of the Board and the Finance Officer of the County are each authorized and
directed, individually and collectively,to proceed with the refinancing of the Prior Contract in accordance
with the terms of the Instruments, and to seek opinions on matters of law from the County Attorney,
which the County Attorney is authorized to furnish on behalf of the County, and opinions of law from
such other attorneys for all documents contemplated hereby as required by law. The Chairman, the
County Manager and the Finance Officer of the County are each hereby authorized to designate one or
more employees of the County to take all actions which the Chairman, the County Manager and the
Finance Officer of the County are each authorized to perform under this Resolution, and the Chairman,
the County Manager, the Finance Officer of the County or their designees are each in all respects
authorized on behalf of the County, individually and collectively, to supply all information pertaining to
the transactions contemplated by the Instruments. The Chairman of the Board, the County Manager, the
Finance Officer of the County and the Clerk to the Board are authorized, individually and collectively, to
execute and deliver for and on behalf of the County any and all additional certificates, documents,
opinions or other papers and perform all other acts as may be required by the Instruments or as they may
deem necessary or appropriate to implement and carry out the intent and purposes of this Resolution.
Section 4. Repealer. All motions, orders, resolutions, ordinances and parts thereof in
conflict herewith are hereby repealed.
Section S. Severability. If any section, phrase or provision of this Resolution is for any
reason declared to be invalid, such declaration will not affect the validity of the remainder of the sections,
phrases or provisions of this Resolution.
Section 6. Effective Date. This Resolution is effective on the date of its adoption.
On motion of Commissioner Elmore, seconded by Vice Chairman Springle, the foregoing resolution
entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT,NORTH
CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST WITH
RESPECT THERETO AND DELIVERY THEREOF AND PROVIDING FOR CERTAIN OTHER RELATED
MATTERS"was duly adopted by the following vote:
AYES: 5
NAYS: 0
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STATE OF NORTH CAROLINA )
SS:
COUNTY OF HARNETT )
I, MARGARET REGINA WHEELER,Clerk to the Board of Commissioners of the County of Harnett,
North Carolina, DO HEREBY CERTIFY that the foregoing is a true and exact copy of a resolution
entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH
CAROLINA, APPROVING AN INSTALLMENT FINANCING CONTRACT AND A DEED OF TRUST WITH
RESPECT THERETO AND DELIVERY THEREOF AND PROVIDING FOR CERTAIN OTHER RELATED
MATTERS" adopted by the Board of Commissioners of the County of Harnett, North Carolina at a
meeting held on the 4th day of April,2016.
WITNESS my hand and the corporate seal of the County of Harnett, North Carolina, this the 4th
day of April,2016.
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* 1 *. MARGO ET REGI WHEELER
' Clerk the Boar
County of Harnett,North Carolina
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