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(i) Indenture, dated as of December 1, 1985, by and between the
<br />City and the Trustee; and
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<br />(ii) Loan Agreement, dated as of December 1, 1985, by and between
<br />the City and the Company.
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<br /> Section 6. Private Activity Bond Allocation. As provided in and
<br />authorized pursuant to Section 103(n} of the Internal Revenue Code of 1954,
<br />as amended, the Proclamation dated July 19, 1984 of the Governor of the
<br />State of California, as amended, and applicable resolutions of the
<br />California Debt Limit Allocation Committee, this Council hereby designates
<br />and assigns to the Bonds the amount of $4,500,000 of its Private Activity
<br />Bond Limit, heretofore received by transfer from the County of Orange for
<br />such purpose, and each member of the Council hereby represents and warrants
<br />that such allocation is not made in consideration of any bribe, gift,
<br />gratuity or direct or indirect campaign contribution.
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<br /> Section 7. Sale of Bonds. The Bonds are hereby directed to be sold
<br />to NCNB National?Bank, Charlotte, North Carolina, or to such purchaser or
<br />purchasers as shall be designated by Barclays Bank PLC Capital Markets and
<br />Corporate Finance Group, as Placement Agent, and approved by the Mayor, or
<br />City Manager of the City, or designated representative, at par value in the
<br />principal amount of $4,500,000, pursuant to and in accordance with the terms
<br />of the Bond Purchase Agreement therefor (the "Bond Purchase Agreement") in
<br />substantially the form presented to the City Council at this meeting,
<br />together with such additions thereto or changes therein as may be deemed
<br />necessary or advisable by the Mayor, the City Manager, or designee, upon the
<br />advice of Bond Counsel to the City. The Mayor, the City Manager, or
<br />designee is hereby authorized and directed to execute, and the City Clerk is
<br />hereby authorized to attest the Bond Purchase Agreement for and in the name
<br />and on behalf of the City.
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<br /> Section 8. Official Action. The M~yor, the City Manager, the City
<br />Treasurer, the City Clerk, and each of them and a~y and all other officers
<br />of the City, acting alone, are hereby severally authorized to execute upon
<br />the advice of Bond Counsel to the City such certificates, receipts,
<br />agreements and other closing documents as are necessary or customary for the
<br />consumation of the transactions contemplated by this Resolution and the
<br />documents enumerated in Section 5 hereof.
<br />
<br /> Section 9. Effectiveness. This resolution shall supersede and amend
<br />Resolution No. 84-156, adopted by this Council on December I7, 1984, and
<br />shall take effect from and after the date of its passage and adoption.
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