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WHEREAS, the City and the Agency have determined that <br />it would be in the best interests of the City and the Agency to <br />provide for the prepayment of the 1986 Certificates and to <br />finance certain additional public facilities through the sale and <br />delivery of not to exceed $18,000,000 Certificates of <br />Participation (Parking Facilities Refunding Project), <br />Series 1993A (the "Certificates") evidencing proportionate <br />interests in the base rental payments to be made pursuant to an <br />Amended and Restated Lease/Purchase Agreement, dated as of <br />January 1, 1993 between the City and the Agency (which amends and <br />restates in its entirety the 1986 Lease) (such Amended and <br />Restated Lease/Purchase Agreement, in the form presented to this <br />meeting, with such changes, insertions and omissions as are made <br />pursuant to this Resolution, being referred to herein as the <br />"Lease"); and <br /> <br /> WHEREAS, to accomplish the prepayment of the 1986 <br />Certificates the City will enter into an Escrow Agreement dated <br />as of January 1, 1993, by and between the city and the 1986 <br />Trustee (such Escrow Agreement, in the form presented to this <br />meeting, with such changes, insertions and omissions as are made <br />pursuant to this Resolution, being referred to herein as the <br />"Escrow Agreement"); and <br /> <br /> WHEREAS, First Interstate Bank of California, as <br />trustee (the "Trustee") will execute and deliver the Certificates <br />pursuant to the terms of a Trust Agreement, dated as of <br />January 1, 1993, by and among the City, the Agency and the <br />Trustee (such Trust Agreement in the form presented to this <br />meeting, with such changes, insertions and omissions as are made <br />pursuant to this Resolution, being referred to herein as the <br />"Trust Agreement"); and <br /> <br /> WHEREAS, Prudential Securities Incorporated, as <br />underwriter (the "Underwriter"), has submitted to the city a <br />proposed form of Purchase Contract to purchase the Certificates <br />(such Purchase Contract, in the form presented to this meeting, <br />with such changes, insertions or omissions as are made pursuant <br />to this Resolution, being referred to herein as the "Purchase <br />Contract"); and <br /> <br /> WHEREAS, the City has been presented with a form of <br />preliminary official statement (the "Preliminary official <br />Statement") to be distributed in connection with the public <br />offering of the Certificates; and <br /> <br /> WHEREAS, the City has full legal right, power and <br />authority under the Constitution and the laws of the State of <br />california to enter into the transactions herein authorized; and <br /> <br /> WHEREAS, the City Council of the City (the "Council") <br />has been presented with the form of each document referred to <br />herein, relating to the city's proposed financing, and the <br /> <br /> <br />