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the Bond Law, the documents herein approved and the Bonds in the Preliminary Official
<br />Statement prior to its distribution to prospective investors.
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<br /> Section 7. Final Official Statement. The Chairman, the Executive Director or the
<br />Treasurer, is authorized and directed to cause the Preliminary Official Statement to be brought
<br />into the form of a final official statement (the "Final Official Statement") and to execute said
<br />Final Official Statement, and a statement that the information relating to the Authority, the
<br />Bond Law, the documents herein approved and the Bonds contained in the Final Official
<br />Statement, and any supplement or amendment thereto (which shall be deemed an original part
<br />thereof for the purpose of such statement ) were, at the time of sale of the Bonds, true and
<br />correct in all material respects and that the Final Official Statement did not, on the date of sale
<br />of the Bonds, and does not, as of the date of delivery of the Bonds, contain any untrue
<br />statement of a material fact with respect to the information relating to the Authority, the Bond
<br />Law, the documents herein approved and the Bonds or omit to state material facts with respect
<br />thereto required to be stated where necessary to make any statements made therein not
<br />misleading in the light of the circumstances under which they were made. The Chairman, the
<br />Executive Director or the Treasurer shall take such further actions prior to the signing of the
<br />Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof.
<br />The execution of the Final Official Statement, which shall include such changes and additions
<br />thereto deemed advisable by the Chairman, the Executive Director or the Treasurer, shall be
<br />conclusive evidence of the approval of the Final Official Statement by the Authority.
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<br /> The Final Official Statement, when prepared, is approved for distribution in connection
<br />with the offering and sale of the Bonds.
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<br /> Section 8. Appointment of Financial Advisor. The firm of Evensen Dodge, Inc., is hereby
<br />appointed as Financial Advisor to the Authority in connection with the Bonds, and the Board
<br />hereby authorizes the Executive Director or the Treasurer to execute, and the Secretary to attest,
<br />an agreement for financial advisor services with said firm in a form acceptable to the officer of
<br />the Authority executing such agreement.
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<br /> Section 9. Appointment of Trustee. Dai-Ichi Kangyo Bank of California is hereby
<br />designated as Trustee for the Bonds, and the Board hereby authorizes the Executive Director or
<br />the Treasurer to execute, and the Secretary to attest, an agreement for Trustee services in a form
<br />acceptable to the Treasurer.
<br />
<br /> Section 10. Appointment of Bond Counsel. The firm of Quint & Thimmig LLP is hereby
<br />appointed as Bond Counsel in connection with the Bonds, and the Board hereby authorizes the
<br />Executive Director or the Treasurer to execute, and the Secretary to attest, an agreement for
<br />legal services with said firm in a form acceptable to Authority Counsel.
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<br /> Section 11. Official Actions. The Chairman, the Executive Director, the Treasurer, the
<br />Secretary, the Authority Counsel and any and all other officers of the Authority are hereby
<br />authorized and directed, for and in the name and on behalf of the Authority, to do any and all
<br />things and take any and all actions, including execution and delivery of any and all
<br />assignments, certificates, requisitions, agreements notices, consents, instruments of conveyance,
<br />warrants and other documents, which they, or any of them, may deem necessary or advisable in
<br />order to consummate the issuance and sale of the Bonds and any of the other transactions
<br />contemplated by the documents approved pursuant to this Resolution. Whenever in this
<br />Resolution any officer of the Authority is authorized to execute or countersign any document or
<br />take any action, such execution, countersigning or action may be taken on behalf of such officer
<br />by any person designated by such officer to act on his or her behalf in the case such officer shall
<br />be absent or unavailable.
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