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III D. The Authority has requested that the Council approve the issuance of the Bonds by the Authority to satisfy the public approval requirement of section 147(f) of the Code and the requirements of Section 4 of the Joint Exercise of Powers Agreement Relating to the California Municipal Finance Authority, dated as of January 1, 2004 (the "Agreement"), among certain local agencies, including, the City; and I i E. Pursuant to section 147(f) of the Code, the Council has, following notice duly given, held a public hearing at which all interested persons were j given an opportunity to be heard on all matters regarding the issuance of the Bonds, and now desires to approve the issuance of the Bonds by the Authority. Section 2. The City Council hereby approves the issuance of the Bonds by the Authority for the purposes of financing the Project and related costs, and expenses of issuing the Bonds. It is the purpose and intent of the Council that this resolution constitute approval of the issuance of the Bonds by the Authority for the purposes of (a) section 147(f) of the Code by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Project is located and (b) Section 4 of the Agreement. The Bonds may be issued in one or more series and at one time or at several times pursuant to a plan of financing for the Project. Section 3. The issuance of the Bonds shall be subject to the approval of the Authority of all financing documents relating thereto to which the Authority is a party. The City shall have no responsibility or liability whatsoever with respect to the Bonds. I Section 4. The adoption of this Resolution shall not obligate the City or any department thereof to: (i) provide any financing to acquire or construct the Project or any refinancing of the Project; (ii) approve any application or request for or take any other action in connection with any planning approval, permit or other action necessary for the acquisition, rehabilitation or operation of the Project; (iii) make any contribution or advance any funds whatsoever to the Authority; or (iv) take any further action with respect to the Authority or its membership therein. Section 5. The City Manager, the Director of Finance and Management Services, the Clerk of the Council and all other proper officers and officials of the City, are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents that they deem necessary or advisable in order to carry out, give effect to, and comply with the terms and intent of this resolution and the financing transaction approved hereby. Resolution No. 2010-XXX 756_4 Page 2 of 3