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3. Avyroval of Indenture. The City hereby approves the Indenture <br />and the Bonds described therein (collectively the "Related Documents") in substantially <br />the forms submitted to the City. <br />4. Authorized City Representative. The Administrator and <br />Administrator are each hereby designated and authorized to act on behalf of the City as <br />the City Representative, as defined in the Indenture. <br />5. Furnishing of Certificates and Proceedings. The Mayor and <br />Administrator and other officers of the City are authorized and directed to prepare and <br />furnish to the Purchaser and Bond Counsel, certified copies of all proceedings and <br />records of the City relating to the Bonds, and such other affidavits and certificates as may <br />be required to show the facts relating to the legality of the Bonds as such facts appear <br />from the books and records in the officers' custody and control or as otherwise known to <br />them; and all such certified copies, certificates and affidavits, including any heretofore <br />furnished, shall constitute representations of the City as to the truth of all statements <br />contained therein. <br />6. Modifications to Documents. The approval hereby given to the <br />various Bond Documents and Related Documents referred to above includes approval of <br />such additional details therein as may be necessary and appropriate and such <br />modifications thereof, deletions therefrom and additions thereto as may be necessary and <br />appropriate and approved by the City Attorney and the City officials authorized herein to <br />execute said documents. Said City officials are hereby authorized to approve said <br />changes on behalf of the City. The execution of any instrument by the appropriate officer <br />or officers of the City herein authorized shallbe conclusive evidence of the approval of <br />such documents in accordance with the terms hereof. In the absence of the Mayor or <br />Administrator, any of the documents authorized by this resolution to be executed on <br />behalf of the City may be. executed by the Acting Mayor or the Acting Administrator <br />respectively. <br />7. Finding. The City hereby finds, determines and declares that (1) <br />the Authority is issuing its Bonds on behalf of the City within the meaning of Section <br />148(f)(4)(C)(iv) of the federal Internal Revenue Code of 1986, as amended (the "Code"), <br />(2) the Authority is therefore treated as a subordinate entity of the City for purposes of <br />such Section, and (3) the aggregate face amount of the Bonds does not exceed the lesser <br />of $5,000,000 or the amount which, when added to the aggregate amount of other issues <br />issued by the Authority in 2001, is allocated to the Authority in paragraph 8 of this <br />resolution. <br />8. Allocation. The City hereby allocates to the Authority a <br />$1,870,000 portion of the City's $5,000,000 limitation under Section 148(f)(4)(C)(i)(Iv) <br />of the Code on the aggregate face amount of tax-exempt bonds (other than private <br />activity bonds) issued by the City during the calendar year 2001. Such allocation is made <br />solely with respect to the Bonds, is irrevocable and is made before the issuance of the <br />Bonds. Said $1,870,000 allocated to the Authority bears a reasonable relationship to the <br />benefits received by the City from the Bonds issued by the Authority, because the Bonds <br />1299.157vt 3 <br />