University of Virginia Library

Section 11.8 Amendments to Resolution; Approval, Execution and Delivery of Necessary and Appropriate Documents.

(a) The Executive Committee of the Board is authorized to make any amendments or supplements hereto.

(b) The University's Chief Operating Officer may authorize any revisions to this Resolution which are not in conflict with the Board of Visitors resolutions adopted on January 31, 2003, June 11, 2005, and February __, 2007, or any future resolutions by the Board of Visitors with respect to the Notes or the commercial paper program, as shall be necessary to accurately reflect negotiations among the University, the Issuing and Paying Agent, Moody's, S&P, Fitch and the Dealer, with respect to the Notes and the financing of the Projects, to facilitate a new Program and/or new Program Issuance Date, and to make other changes to the form, terms and provisions of the Programs and the Notes; provided, however, that no such change shall increase the principal amount of any outstanding Notes beyond the Maximum Authorized Principal Amount. The University's Chief Operating Officer is also authorized to negotiate, execute and deliver, in necessary and appropriate form, Offering Memoranda or Memorandums relating to the offering of the Notes for sale, and such other documents and instruments as he deems necessary or appropriate in connection with the issuance of the Notes, including without limitation any interest rate swaps or other hedge mechanisms and any dedicated line of credit, standby bond purchase agreement or other liquidity facility related to the Notes, including any Liquidity Facility, so long as such documents and instruments do not conflict with the intent of this Resolution.