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12378640v2
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<br />4. Approval and Execution of Documents. The form of the Bonds and the City
<br />Bond Documents are approved. The City Bond Documents, together with such other documents
<br />necessary in connection therewith, are authorized to be executed in the name and on behalf of the
<br />City by the Mayor and the City Administrator at such time, if any, as they may deem appropriate,
<br />or executed or attested by other officers of the City, in substantially the form on file, but with all
<br />such changes therein, not inconsistent with the Act or other law, as may be approved by the
<br />officers executing the same, which approval shall be conclusively evidenced by the execution
<br />thereof; and then shall be delivered to the Trustee. Modifications to the form of Mortgage may
<br />be made at the discretion of the parties thereto.
<br />5. Approval, Execution and Delivery of Bonds. The City is authorized to issue the
<br />Bonds, in an aggregate principal amount of not to exceed $50,000,000, in the form and upon the
<br />terms set forth in the Indenture which terms are for this purpose incorporated in this resolution
<br />and made a part hereof; provided, however, that the initial aggregate principal amount of and the
<br />maturities of the Bonds, the interest rates thereon, and any provisions for the optional or
<br />mandatory redemption thereof shall all be as set forth in the final form of the Indenture to be
<br />approved, executed and delivered by the officers of the City authorized to do so by the
<br />provisions of this Resolution, which approval shall be conclusively evidenced by such execution
<br />and delivery. The Underwriter has agreed pursuant to the provisions of the Bond Purchase
<br />Agreement and subject to the conditions therein set forth, to purchase the Bonds at the purchase
<br />price set forth in the Bond Purchase Agreement and said purchase price is hereby accepted. The
<br />Mayor, City Administrator, and other City officers are authorized to execute the Bonds as
<br />prescribed in the Indenture at such time, if any, as they may deem appropriate, and to deliver
<br />them to the Trustee, together with a certified copy of this Resolution and the other documents
<br />required by the Indenture for authentication, registration and delivery to the Underwriter.
<br />6. Official Statement. As requested by the Underwriter, the City hereby consents to
<br />the circulation by the Underwriter of the Official Statement in offering the Bonds for sale;
<br />provided, however, that the City has not participated in the preparation of the Official Statement
<br />or independently verified the information in the Official Statement except with respect to the
<br />information under the heading "THE ISSUER" and with respect to litigation against the City
<br />relating to issuance of the Bonds (of which there is none) under the heading "ABSENCE OF
<br />MATERIAL LITIGATION–The Issuer" and takes no responsibility for, and makes no
<br />representations or warranties as to, the accuracy, completeness or sufficiency of such
<br />information.
<br />7. Certificates, etc. The Mayor, City Administrator, and other officers of the City
<br />are authorized at such time, if any, as they may deem appropriate, to prepare and furnish to bond
<br />counsel and the purchaser of the Bonds, when issued, certified copies of all proceedings and
<br />records of the City relating to the Bonds, and such other affidavits and certificates as may be
<br />required to show the facts appearing from the books and records in the officers custody and
<br />control or as otherwise known to them; and all such certified copies, certificates and affidavits,
<br />including any heretofore furnished, shall constitute representations of the City as to the truth of
<br />all statements contained therein.
<br />8. Housing Program. The housing program in substantially the form attached hereto
<br />as Exhibit A is hereby approved.
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