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2021-06-04 Tobacco Commission Loan RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF PITTSYLVANIA,VIRGINIA APPROVING A SUPPORT AGREEMENT WITH THE DANVILLE-PITTSYLVANIA REGIONAL INDUSTRIAL FACILITY AUTHORITY RESOLUTION 2021-06-04 WHEREAS, the Danville-Pittsylvania Regional Industrial Facility Authority (the "Authority") is a political subdivision of the Commonwealth of Virginia duly created by the County of Pittsylvania, Virginia (the "County"), and the City of Danville, Virginia (the "City") pursuant to the terms of the Virginia Regional Industrial Facilities Act, as amended(the "Act"). WHEREAS, the Authority, the County and the City have previously developed a "megapark" industrial park known as "Southern Virginia Megasite at Berry Hill" on approximately 3,700 acres of land owned by the Authority (the "Megapark"). WHEREAS, to facilitate efforts to attract large industrial facilities to the Megapark, and thereby increase employment opportunities and promote economic development within the region, the Authority and Appalachian Power Company ("APCO") have entered into a Performance Agreement dated as of January 13, 2021 (the "Performance Agreement"), pursuant to which the Authority has requested APCO to relocate an approximately two-mile portion of an existing 69kV transmission line and to undertake such related work necessary to accomplish such relocation (collectively, the "Project"), and APCO has agreed to undertake the Project at an estimated cost of$4,500,000, subject to adjustment as set forth in the Performance Agreement. WHEREAS, the Authority has submitted an application to the Virginia Tobacco Region Revitalization Commission(the"Commission")for a loan in the amount of$4,500,000 to finance the costs of the Project and to pay related issuance and financing costs. WHEREAS, the Commission has agreed to make such loan pursuant to the terms of a Financing Agreement between the Commission and the Authority (the"Financing Agreement"), which shall be evidenced by the Commissions purchase of a revenue bond (the "Bond") to be issued by the Authority. WHEREAS, as a condition of making such loan, the Commission has required from each of the City and the County a non-binding undertaking to appropriate from time to time sufficient monies to enable the Authority to repay such loan to the extent that other funds received by the Authority under the Performance Agreement are insufficient therefor,with the City and the County each being responsible for one-half of the loan repayments. WHEREAS, the Authority has requested that (a) the City enter into a Support Agreement (the "City Support Agreement"), between the City, the Authority and the Commission and (b) the County enter into a Support Agreement (the "County Support Agreement"), between the County, the Authority and the Commission. WHEREAS,a draft form of the County Support Agreement has been made available to the Board of Supervisors of the County (the "Board") at or prior to this meeting. NOW,THEREFORE,BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE COUNTY OF PITTSYLVANIA, VIRGINIA: 1. Form and Authorization of County Support Agreement. The County is hereby authorized to enter into the County Support Agreement in substantially the form heretofore made available, which is hereby approved, with such variations, insertions, changes or deletions (including without limitation changes to the date thereof) as may be approved by the Chairman or the Vice Chairman of the Board or the County Administrator. 2. Execution and Delivery of County Support Agreement. The Chairman and the Vice Chairman of the Board and the County Administrator, any of whom may act, are each authorized and directed to execute the County Support Agreement on behalf of the County. The Clerk and Deputy Clerk of the Board, either of whom may act, are each authorized and directed to affix the seal of the County to the County Support Agreement (if required), attest the seal (if required) and deliver the County Support Agreement to the other parties thereto. 3. Further Actions. The Chairman and the Vice Chairman of the Board and other officers and agents of the County, including the County Administrator and the Finance Director, are authorized and directed to take such further actions as they deem necessary regarding the execution and delivery of the County Support Agreement, including, without limitation, the execution and delivery of any closing documents and certificates with respect to the issuance of the Bond by the Authority. All such actions previously taken by the Chairman, Vice Chairman or such officers and agents are hereby approved, ratified and confirmed. 4. Limitation of Liability of Officials of the County. No covenant, condition, agreement or obligation contained herein shall be deemed to be a covenant, condition, agreement or obligation of an officer, employee or agent of the County or Board in his or her individual capacity, and no officer of the County or Board executing the County Support Agreement shall be liable personally on the County Support Agreement or be subject to any personal liability or accountability by reason of the execution and delivery thereof. 5. Effective Date. This Resolution shall take effect immediately. 2 CERTIFICATE The undersigned Clerk of the County of Pittsylvania, Virginia, does hereby certify that the foregoing Resolution constitutes a true and correct extract from the minutes of a meeting of the Board of Supervisors held on June 15, 2021, and of the whole thereof so far as applicable to the matters referred to in such extract. I hereby further certify that such meeting was a regularly scheduled meeting and that, during the consideration of the foregoing Resolution, a quorum was present. The vote of the members of the Board of Supervisors upon the foregoing Resolution was as follows: Member Present/Absent Vote Joe B. Davis Present Yes Timothy W. Dudley Present Yes Ben L. Farmer Remote Yes William"Vic"Ingram Present Yes Charles H. Miller, Jr. Present Yes Ronald S. Scearce Present Yes Robert W. Warren Present Yes WITNESS MY HAND and the seal of the County of P.i , ,: ia, Virginia, this 15th day of June, 2021. I is «' �` x tl Cl oun'' of ' lvania, Virginia,, T - ✓ 3