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transaction herein described shall be delivered, filed, and recorded as provided herein and in the <br /> Bond Documents. <br /> 7. The City shall proceed forthwith to issue the Bonds, in the form and upon the <br /> terms set forth in the Financing Agreement. The Bonds will be purchased on substantially the <br /> terms set forth in the Financing Agreement which has been submitted to the City in connection <br /> with this Resolution. The Mayor and City Administrator are authorized and directed to prepare <br /> and execute the Bonds as prescribed in the Financing Agreement and to deliver them to the <br /> Purchaser. <br /> 8. The Mayor, City Administrator, and other officers of the City are authorized and <br /> directed to prepare and furnish to the Purchaser certified copies of all proceedings and records of <br /> the City relating to the Bonds, and such other affidavits and certificates as may be required to <br /> show the facts relating to the legality of the bonds as such facts appear from the books and <br /> records in the officers' custody and control or as otherwise known to them; and all such certified <br /> copies, certificates and affidavits, including any heretofore furnished, shall constitute <br /> representations of the City as to the truth of all statements contained herein. <br /> 9. The approval hereby given to the various documents referred to above includes <br /> approval of 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 Bond Counsel and the City officials authorized herein to <br /> execute said documents prior to their execution; and said City officials are hereby authorized to <br /> approve said changes on behalf of the City. The execution of any instrument by the appropriate <br /> official or officials herein authorized shall be conclusive evidence of the approval of such <br /> documents in accordance with the terms hereof. <br /> 10. The approval hereby given to the Bond Documents and the various other <br /> documents referred to in paragraph 4 above includes approval of (a) such additional details <br /> therein as may be necessary and appropriate and such modifications thereof, deletions therefrom <br /> and additions thereto as may be necessary and appropriate and approved by Bond Counsel, the <br /> City Attorney and the City officials authorized herein to execute said documents prior to their <br /> execution and(b) such additional documents, agreements or certificates as may be necessary and <br /> appropriate in connection with the Bond Documents and with the issuance and sale of the Bonds <br /> and approved by Bond Counsel and City officials authorized herein to execute said documents <br /> prior to their execution; and said Bond Counsel and City officials are hereby authorized to <br /> approve said changes or additional documents, agreements or certificates on behalf of the City. <br /> The execution of any instrument by the appropriate officer or officers of the City herein <br /> authorized shall be conclusive evidence of the approval of such documents in accordance with <br /> the terms thereof and hereof. In the absence (or inability) of the Mayor or the City <br /> Administrator, any of the documents authorized by this Resolution to be executed by them may <br /> be executed by any other officer of the City as, in the opinion of the City Attorney, may act on <br /> their behalf. <br /> 11. In order to qualify the Bonds as "qualified tax-exempt obligations" within the <br /> meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), <br /> the City hereby makes the following factual statements and representations; <br /> 4 <br /> 7271992v3 <br />