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2007 (the"Mortgage Assignment") by and between the City and the <br /> Trustee. <br /> The Mortgage and the Mortgage Assignment are proposed to be terminated in connection <br /> with the remarketing of the Bonds (the "Terminations"). <br /> 1.04. Draft forms of the following documents relating to the Bonds have been prepared <br /> and submitted to this Council and are hereby directed to be filed with the City Clerk: <br /> (a) the Indenture; <br /> (b) the Loan Agreement; <br /> (c) a Remarketing Circular(the "Remarketing Circular") to be used in <br /> connection with the remarketing of the Bonds by Dougherty & Company LLC (the <br /> "Remarketing Agent"). <br /> In addition, it is expected that certain other orders, certificates and other documents may <br /> be required to be entered into by the City. All of such agreements, certifications and other <br /> documents, together with the Indenture and Loan Agreement and Terminations, shall be referred <br /> to as the "Documents." <br /> Section 2. Authorization and Approval of Documents. The forms of the Documents are <br /> approved, subject to such modifications and additions as are deemed appropriate and approved <br /> by the Mayor and City Manager, which approval shall be conclusively evidenced by execution of <br /> the Documents by the Mayor and the City Manager. Copies of all the Documents shall be <br /> delivered, filed or recorded as provided therein. The Mayor, the City Manager and the City <br /> Clerk are also authorized and directed to execute such other instruments as may be required to <br /> give effect to the transactions herein contemplated. <br /> Section 4. Remarketing Circular. The City hereby consents to the use of the <br /> Remarketing Circular by the Remarketing Agent in connection with the remarketing of the <br /> Bonds to potential investors, but the City did not prepare the Remarketing Circular, and has not <br /> reviewed the financial disclosures of the Borrower or approved any information or statements <br /> contained in the Remarketing Circular or the Appendices thereto and assumes no responsibility <br /> for the sufficiency, completeness or accuracy of the same. <br /> Section 5. The Bonds. <br /> 5.01. The Mayor and the City Manager are authorized and directed to prepare and <br /> execute the Bonds as prescribed in the Indenture and to deliver them to the Trustee, together with <br /> a certified copy of this resolution, the other documents required in the Indenture, and such other <br /> certificates, documents and instruments as may be appropriate to effect the transactions herein <br /> contemplated. <br /> -2- <br />