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and omissions therein as the Authorized Officer executing the same and the City
<br />Attorney may require or approve, such approval to be conclusively evidenced by the
<br />execution and delivery thereof; provided, however, that the aggregate amount of the
<br />principal components of the installment payments shall not exceed $70,000,000 and the
<br />true interest cost applicable to the interest components of the installment payments
<br />shall not exceed 6.00% per annum.
<br />Section 5. The form of Trust Agreement, on file with the Clerk of the Council,
<br />with such changes, insertions and omissions therein as may be approved by an
<br />Authorized Officer and the City Attorney, is hereby approved. The execution and
<br />delivery of the Certificates, on the terms and conditions set forth in, and subject to the
<br />limitations specified in, the Trust Agreement, is hereby authorized and approved. The
<br />Certificates shall be dated, shall bear interest at the rates, shall mature on the dates,
<br />shall be subject to call and redemption, shall be issued in the form and shall be as
<br />otherwise provided in the Trust Agreement, as the same shall be completed; provided,
<br />however, that the aggregate amount of the Certificates shall not exceed $70,000,000,
<br />the final maturity date of the Certificates shall be no later than January 1, 2040 and the
<br />true interest cost applicable to the Certificates shall not exceed 6.00% per annum and,
<br />provided, further, that such changes, insertions and omissions shall be consistent with
<br />the terms of the Certificates as finally executed.
<br />Section 6. The execution and delivery of the Certificates, on the terms and
<br />conditions set forth in, and subject to the limitations specified in, the Trust Agreement, is
<br />hereby authorized and approved. The Certificates shall be dated, shall bear interest at
<br />the rates, shall mature on the dates, shall be subject to call and redemption, shall be
<br />issued in the form and shall be as otherwise provided in the Trust Agreement, as the
<br />same shall be completed as provided in this Resolution.
<br />Section 7. The Authorized Officers are each hereby authorized and directed to
<br />apply for municipal bond insurance for the Certificates and to obtain such insurance if
<br />the present value cost of such insurance is less than the present value of the estimated
<br />interest savings with respect to the Certificates. The Authorized Officers are each
<br />hereby authorized and directed, for and in the name and on behalf of the City, to
<br />execute and deliver a contract for such insurance if such contract is deemed by the
<br />Authorized Officer executing the same to be in the best interests of the City, such
<br />determination to be conclusively evidenced by such Authorized Officer's execution and
<br />delivery of such contract.
<br />Section 8. The Authorized Officers are, and each of them is, authorized and
<br />directed, for and in the name of the City, to bring a validation action under Section 860
<br />of the California Code of Civil Procedure to determine the legality and validity of the
<br />Installment Sale Agreement, the Trust Agreement, the Certificates and the other
<br />documents and proceedings authorized pursuant to this Resolution.
<br />Section 9. The Authorized Officers and other officers, employees and agents
<br />of the City are hereby authorized and directed, jointly and severally, to do any and all
<br />things which they may deem necessary or advisable in order to consummate the
<br />transactions herein authorized and otherwise to carry out, give effect to and comply with
<br />Resolution No. 2007-XXX
<br />Page 3 of 4
<br />80C-6
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