CC RES 09-038 RESOLUTION CALLING A HEARING FOR THE ARBORS ALLEY ROADWAY AND UTLITY IMRPOVEMENT PROJECT

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(ii) the Bonds are not"private activity bonds" as defined in Section 141 of the • Code (Private Activity Bonds);ninety-five percent of the net proceeds of the Bonds are to be used for the local governmental purposes of the City; and (iii) the aggregate face amount of all tax-exempt bonds (other than Private Activity Bonds and any refunding bonds not taken into account under Section 148(f)(D)(iii) of the Code) issued by the City in calendar year in which the Bonds are to be issued is not reasonably expected to exceed $5,000,000. Therefore,pursuant to the provisions of Section 148(f)(4)(C) of the Code, the City shall not be required to comply with the arbitrage rebate requirements of paragraphs (2) and (3) of Section 148(f) of the Code with respect to the Bonds. 7.05. Interest Disallowance. The City hereby designates the Bonds as "qualified tax- exempt obligations" for purpose of Section 265(b) of the Code relating to the disallowance of interest expenses for financial institutions. The City represents that in calendar year 2009 it does not reasonable expect to issue tax-exempt obligations which are not private activity bonds (not treating qualified 501(c)(3)bonds under Section 145 of the Code as private activity bonds for purposes of this representation) in an amount in excess of$30,000,000, excluding any tax- exempt obligations which are refundings of a"qualified tax-exempt obligation"which are not taken into account for this purpose under Section 265(b)(3)(D)(ii) of the Code. 7.06. Official Statement. The Official Statement relating to the Bonds, dated April 2, • 2009, prepared and distributed on behalf of the City by Ehlers & Associates, Inc., is hereby approved. Ehlers & Associates, Inc., is hereby authorized of behalf of the City to prepare and distribute to the Purchaser a supplement to the Official Statement listing the offering price, the interest rates, other information relating to the Bonds required to be included in the Official Statement by Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934. Within seven business days from the date hereof, the City shall deliver to the Purchaser 30 copies of the Official Statement and such supplement. The officers of the City are hereby authorized and directed to execute such certificates as may be appropriate concerning the accuracy, completeness and sufficiency of the Official Statement. The officers of the City are hereby authorized and directed to execute such certificates as may be appropriate concerning the accuracy, completeness and sufficiency of the Official Statement. Section 8. Continuing Disclosure. (a) Purpose and Beneficiaries. To provide for the public availability of certain information relating to the Bonds and the security therefor and to permit the original purchaser and other participating underwriters in the primary offering of the Bonds to comply with amendments to Rule 15c2-12 promulgated by the Securities and Exchange Commission (the "SEC") under the Securities Exchange Act of 1934 (17 C.F.R. § 240.15c2-12), relating to continuing disclosure (as in effect and interpreted from time to time, the"Rule"), which will enhance the marketability of the Bonds, the City hereby makes the following covenants and agreements for the benefit of the Owners (as hereinafter defined) from time to time of the • Outstanding Bonds. The City is the only"obligated person" in respect of the Bonds within the -18-