266-22 Resolution Authorizing Certain Actions for Notes (tax-exempt and taxable notes).pdf

3 #13419185.1 168182/002 Section 3. The Chief Financial Officer is hereby authorized, in accordance with the Authorizing Documents, to sell the Notes on a competitive basis and award the Notes to the bidder based upon a bid of the lowest net interest cost or true interest cost. The Chief Financial Officer is also authorized, at his discretion, in accordance with the applicable provisions of the Authorizing Documents, to offer and sell the Notes on a negotiated basis. Section 4. The distribution by the Township of a Preliminary Official Statement to be used in connection with the marketing and sale of the Notes is hereby approved. The Mayor, Township Administrator and Chief Financial Officer of the Township (each an “Authorized Officer(s)”) are each hereby authorized and directed, on behalf of the Township, to execute and deliver a certificate that “deems final” the Preliminary Official Statement in accordance with the Rule (as herein defined). After the sale of the Notes, the Preliminary Official Statement shall be modified to reflect the effect of the sale of the Notes and any other revisions not inconsistent with the substance thereof; and said Preliminary Official Statement, deemed “final” by an Authorized Officer in accordance with the Rule, as so modified, shall constitute the final Official Statement (the “Official Statement”). The Authorized Officers are each hereby authorized and directed on behalf of the Township to execute and deliver said Official Statement. Section 5. All actions taken to date by the Authorized Officers, employees, professionals and agents of the Township with respect to the authorization, sale, issuance, execution and delivery of the Notes, including, but not limited to, submissions and applications to rating agencies and the distribution and dissemination of the Preliminary Official Statement and Notice of Sale for the Notes, as applicable, are hereby approved, ratified, adopted and confirmed, and each Authorized Officer is hereby authorized and directed to execute and deliver the Notes and any such agreements, documents or submissions required for the authorization, sale, issuance, execution and delivery of the Notes, and the Township Clerk is hereby authorized and directed to attest to the signatures of the Authorized Officers and to affix, imprint or reproduce the seal of the Township on such Notes and on any such

nd the Township Clerk is hereby authorized and directed to attest to the signatures of the Authorized Officers and to affix, imprint or reproduce the seal of the Township on such Notes and on any such agreements, documents or submissions related to the authorization, sale, issuance, execution and delivery of the Notes. Section 6. All other details or requirements of, as applicable, the Authorizing Documents, the Local Bond Law, and the Local Budget Law shall be determined and approved by an Authorized Officer of the Township, upon consultation with Wilentz, Goldman & Spitzer, P.A., Bond Counsel to the Township (“Bond Counsel”), PKF O’Connor Davies, LLP, Auditor to the Township (“Auditor”), and NW Financial Group, LLC, Municipal Advisor to the Township (“Municipal Advisor”), and such approvals are to be conclusively evidenced by his or her execution of the Notes as provided herein or on any other document, certificate or agreement related to the authorization, sale, issuance, execution and delivery of the Notes.