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692934758 RESOLUTION NO. 2024-01 RESOLUTION APPROVING A SECOND EXTENSION AGREEMENT RELATING TO THE SUPPLEMENTAL AGREEMENT TO THE INTEL CORPORATION AMENDED AND RESTATED APPLICATION FOR FINANCING BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF CHANDLER, ARIZONA, DATED NOVEMBER 17, 2005 WHEREAS, Intel Corporation (the “Applicant”), a Delaware corporation, and The Industrial Development Authority of the City of Chandler, Arizona (the “Authority”), a nonprofit corporation designated as a political subdivision in and of the State of Arizona pursuant to Title 35, Chapter 5, Arizona Revised Statutes, as amended (the “Act”), entered into the Supplemental Agreement to the Intel Corporation Amended and Restated Application for Financing by The Industrial Development Authority of the City of Chandler, Arizona, dated November 17, 2005, attached as Exhibit A hereto (the “Initial Supplemental Agreement”), with regard to the payment of fees and expenses by the Applicant to the Authority in connection with the Authority’s prior issuance of Industrial Development Revenue Bonds, Series 2005 (Intel Corporation Project) in the original principal amount of $156,470,000 and Industrial Development Revenue Bonds, Series 2007 (Intel Corporation Project) in the original principal amount of $125,000,000 (together, the “Prior Bonds”); and WHEREAS, on October 10, 2018, the Board of Directors of the Authority resolved to extend the Initial Supplemental Agreement to apply in connection with the Authority’s issuance of Industrial Development Revenue Bonds, Series 2019 (Intel Corporation Project) in the original principal amount of $437,885,000, Industrial Development Revenue Bonds, Series 2022-1 (First Subseries) (Intel Corporation Project) in the original principal amount of $131,175,000, and Industrial Development Revenue Bonds, Series 2022-2 (Second Subseries) (Intel Corporation Project) in the original principal amount of $444,590,000 (collectively with the Prior Bonds, the “Outstanding Bonds”), and the Applicant and the Authority executed and delivered the Extension Agreement Regarding Supplemental Agreement to the Intel Corporation Amended and Restated Application for Financing by The Industrial Development Authority of the City of Chandler, Arizona Dated November 17, 2005 (the “First Extension Agreement”), attached as Exhibit B hereto; and WHEREAS, the Board of Directors of the Authority has received a separate application from the Applicant, and as of the date of this resolution the Authority has granted or may grant in the future preliminary approval for the issuance of not to exceed $700,000,000 of additional revenue bonds of the Authority for the purpose of financing additional projects of the Applicant and may in the future approve the issuance of additional revenue bonds for eligible purposes of the Act (collectively, the “Additional Bonds”); and WHEREAS, the Applicant and the Authority wish to extend the terms of the Initial Supplemental Agreement, as previously extended by the First Extension Agreement (together, the “Supplemental Agreement”) pursuant to a Second Extension Agreement, and to make the terms of the Supplemental Agreement, as extended by the Second Extension Agreement, apply to the first series of Additional Bonds; Resolution No. 2024-01 Page 2 NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of The Industrial Development Authority of the City of Chandler, Arrzona, as follows: Section 1. The form, terms and provisions of the Second Extension Agreement, in substantially the form attached as Exhibit C hereto, is hereby approved and the President, the Vice President, the Secretary or the Treasurer or any member of the Board of Directors of the Authority, or any of them (each an "Authorized Officer"), is hereby authorized, empowered and directed to execute, acknowledge and deliver such Second Extension Agreement in the name and on behalf of the Authority, with such insertions, deletions and changes as are not inconsistent herewith and as are permitted or required by the Act, as shall be approved by the Authorized Officer executing and delivering the same on behalf of the Authority, and such execution, approval and delivery shall constitute conclusive evidence of their approval and of this Board's approval of any such changes from the form thereof presented to this meeting. PASSED AND ADOPTED by the Board of Directors of The Industrial Development Authority of the City of Chandler, Arizona, this 13th day of February, 2024. PRESIDENT APPROVED AS TO FORM: Exhibit A: Exhibit B: Exhibit C: Initial Supplemental Agreement First Extension Agreement Form of Second Extension Agreement Greenberg Traurig, LLP, Counsel to the IDA 2>9 Resolution No. 2024-01 Exhibit A, Page 1 of 5 EXHIBIT A (See Attached) Resolution No. 2024-01 Exhibit A, Page 2 of 5 Resolution No. 2024-01 Exhibit A, Page 3 of 5 Resolution No. 2024-01 Exhibit A, Page 4 of 5 Resolution No. 2024-01 Exhibit A, Page 5 of 5 Resolution No. 2024-01 Exhibit B, Page 1 of 9 EXHIBIT B (See Attached) Resolution No. 2024-01 Exhibit B, Page 2 of 9 Resolution No. 2024-01 Exhibit B, Page 3 of 9 Resolution No. 2024-01 Exhibit B, Page 4 of 9 Resolution No. 2024-01 Exhibit B, Page 5 of 9 EXHIBIT A Resolution No. 2024-01 Exhibit B, Page 6 of 9 Resolution No. 2024-01 Exhibit B, Page 7 of 9 Resolution No. 2024-01 Exhibit B, Page 8 of 9 Resolution No. 2024-01 Exhibit B, Page 9 of 9 Resolution No. 2024-01 Exhibit C, Page 1 of 3 EXHIBIT C Second Extension Agreement Regarding Supplemental Agreement to the Intel Corporation Amended and Restated Application for Financing by The Industrial Development Authority of the City of Chandler, Arizona Dated November 17, 2005 This Second Extension Agreement (this “Extension Agreement”) is entered into as of the _____ day of February, 2024, between Intel Corporation (the “Applicant”), a Delaware corporation, and The Industrial Development Authority of the City of Chandler, Arizona (the “Authority”), a nonprofit corporation designated as a political subdivision in and of the State of Arizona pursuant to Title 35, Chapter 5, Arizona Revised Statutes, as amended (the “Act”), relating to the Supplemental Agreement to the Intel Corporation Amended and Restated Application for Financing by The Industrial Development Authority of the City of Chandler, Arizona, dated November 17, 2005 (the “Initial Supplemental Agreement”), as thereafter extended pursuant to the Extension Agreement Regarding Supplemental Agreement to the Intel Corporation Amended and Restated Application for Financing by The Industrial Development Authority of the City of Chandler, Arizona, dated November 17, 2005, dated October 10, 2018 (the Initial Supplemental Agreement, as so extended, is referred to herein as the “Supplemental Agreement”), attached as Exhibit A hereto: WHEREAS, the Applicant and the Authority entered into the Supplemental Agreement with regard to the payment of fees and expenses by the Applicant to the Authority in connection with the Authority’s Industrial Development Revenue Bonds, Series 2005 (Intel Corporation Project) in the original principal amount of $156,470,000, Industrial Development Revenue Bonds, Series 2007 (Intel Corporation Project) in the original principal amount of $125,000,000, Industrial Development Revenue Bonds, Series 2019 (Intel Corporation Project) in the original principal amount of $437,885,000, Industrial Development Revenue Bonds, Series 2022-1 (First Subseries) (Intel Corporation Project) in the original principal amount of $131,175,000, and Industrial Development Revenue Bonds, Series 2022-2 (Second Subseries) (Intel Corporation Project) in the original principal amount of $444,590,000 (collectively, the “Outstanding Bonds”); and WHEREAS, on ________, 2024, the Board of Directors of the Authority granted preliminary approval for the issuance of not to exceed $700,000,000 of additional revenue bonds of the Authority for the purpose of financing additional projects of the Applicant and may in the future approve the issuance of additional revenue bonds for eligible purposes of the Act (collectively, “Additional Bonds”); and WHEREAS, the Applicant and the Authority wish to extend the terms of the Supplemental Agreement and to make the terms of such Supplemental Agreement apply to the first series of Additional Bonds: Resolution No. 2024-01 Exhibit C, Page 2 of 3 NOW, THEREFORE, the Applicant and the Authority hereby agree to extend the terms of the Supplemental Agreement and to make the terms of the Supplemental Agreement apply to the first series of Additional Bonds. Furthermore, the Applicant and the Authority each hereby acknowledge and consent to Greenberg Traurig, LLP, serving as legal counsel to the Authority, and, to the extent applicable, the Applicant and the Authority each hereby waive any conflict of interest with respect to legal representation of the Authority by Greenberg Traurig, LLP. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF CHANDLER, ARIZONA By:__________________________________ Its: President INTEL CORPORATION By: __________________________________ Its: Authorized Officer Resolution No. 2024-01 Exhibit C, Page 3 of 3 EXHIBIT A (Supplemental Agreement and Extension Agreement) (Excluded from form attached to Resolution No. 2024-01 to avoid duplication)