AgdaPkt 2015-02-09 Closed and Joint SA

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7.1.B. - Page 6 connection with the issuance of the Bonds. The City Council hereby authorizes and directs the Director of Finance to execute and deliver an agreement with said firm for its services; provided that: (a) the agreement is consistent with said firm's proposal heretofore submitted to the City and contains terms (including those regarding compensation) no less favorable to the City than as set forth in such proposal, and (b) any and all compensation to such firm under the agreement is payable solely from the proceeds of the 2015 Bonds. Section 4. The City Council hereby acknowledges receipt of the proposal of the firm of Quint and Thimmig LLP to act as disclosure counsel to the City in connection with the proposed issuance of the Bonds. The City Council hereby authorizes and directs the Director of Finance to execute and deliver an agreement with said firm for its services; provided that: (a) the agreement is consistent with said firm's proposal heretofore submitted to the City and contains terms (including those regarding compensation) no less favorable to the City than as set forth in such proposal, and (b) any and all compensation to such firm under the agreement is payable solely from the proceeds of the 2015 Bonds. Section 5. The City Manager, the Director of Finance, the City Clerk and all other employees of City are hereby authorized and directed to take such actions as are necessary or appropriate to prepare for a refinancing of the 2006 Bonds, and to present to this City Council for its approval all documentation and proceedings necessary in connection therewith. Nothing in this Resolution shall in any way commit the City Council to issue the 2015 Bonds. Section 6. This resolution shall be effective immediately upon its adoption. PASSED AND ADOPTED this day of February, 2015. ATTY /RESO.3049 /CC RESO WATER REFUNDING REV: 01 -27 -15 PT Page 2 of 2