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RESOLUTION NO. 90-094 PAGE FOUR 2. That this City Council specifically approves the sale of the Bonds in the aggregate principal amount of $14,800,000 at a price of 99.55% of the principal amount thereof, such Bonds to be dated the date of closing and delivery of the Bonds resulting in there being no accrued interest owed on the Bonds and, further, that this City Council specifically authorizes the sale of the Bonds to the Underwriter. 3. That Morgan Guaranty Trust Company of New York, New York, New York, is hereby by designated Trustee under the Indenture. 4. The City Manager and Assistant City Manager, or either of them, and the Clerk of the Council are authorized and directed to execute and deliver the Bonds, the Indenture, the Loan Agreement, the Assignment, the Remarketing Agreement, the Paying Agent/Registrar Agreement, the Tax Agreement and the Purchase Agreement, and any and all certificates and other instruments described therein upon the conditions therein described, all upon the terms herein approved, and the City Manager (and, in the event of the absence or disability of such officer, the Assistant City Manager) is authorized to negotiate and approve such changes in the terms of each such instrument (prior to the execution and delivery thereof) as such officer shall, in the advice of counsel, deem necessary or appropriate, and such officer (or alternate) is hereby appointed for such purpose with power to exercise the authority of this City Council in such regard, and approval of the terms of each shall be conclusively evidenced by his execution and delivery thereof. 5. That this City Council hereby approves the use of all the documents described above and any and all certificates and other instruments described therein upon the conditions therein described and the City Manager (an, in the event of the absence or disability of such officer, the Assistant City Manager) is authorized to approve such changes in the terms of each such instrument (prior to the execution and delivery thereof) as such officer shall, on the advice of counsel, deem necessary or appropriate, and such officer (or alternate) is hereby appointed for such purpose with power to exercise the authority of this City Council in such regard. 6. That the Preliminary Official Statement is hereby approved in the form and to the effect presented to this City Council. The City Manager (and, in the event of the absence or disability of such officer, the Assistant City Manager) is hereby authorized and directed to execute, deliver and approve the distribution of a final Official Statement with respect to the Bonds, which shall be in substantially the form of the Preliminary Official Statement, with such insertions, modif~cations and amendments to the matters contained therein as may be approved by the officer of the City executing the same, the execution thereof by either of said officers to be conclusive evidence of such approval. The City hereby approves the use of the Preliminary Official Statement and a final Official Statement by the Underwriter in connection with the offering and sale of the Bonds, and the City hereby further approves the use by the Underwriter of any supplement or amendment to or restatement of the final Official Statement which is necessary so that the final Official Statement does not include any untrue statement of a material fact and does not omit to state any material fact necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading.