AgdaPkt 2015-04-13 Closed and Joint SA and PFA REVISED 04_10_2015

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8.A. - Page 7 Section 1. Findings and Determinations. Pursuant to the Act, the City Council hereby finds that the issuance of the Bonds by the Authority will result in savings in effective interest rates, underwriting costs and bond issuance costs and thereby result in significant public benefits within Section 6586 of the Act. Section 2. Approval of Bonds. The City Council hereby approves of the issuance of the Bonds by the Authority under and pursuant to the Act, provided that the maximum aggregate principal amount of the Bonds shall not exceed $21,055,000. Section 3. Approval of Financing Documents. The City Council hereby approves each of the following documents in the respective forms on file with the City Clerk, together with such additions thereto and changes therein deemed advisable by the Mayor, Vice Mayor, City Manager or Director of Finance, or their respective designated representatives (each, an "Authorized Officer"), upon consultation with the City Attorney and bond counsel, whose execution thereof shall be conclusive evidence of the approval of any such additions and changes: (a) the Installment Purchase Contract; and (b) the Continuing Disclosure Certificate, to be dated the date of initial delivery of the Bonds. An Authorized Officer is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest to, the final forms of each of the above-mentioned documents for and in the name and on behalf of the City. The City Council further authorizes staff, with the advice of the City's MSRB-registered Municipal Advisor, to delete provisions in the Indenture and Installment Purchase Contract relating to the future termination of the Reserve Fund if such action is determined to be in the best interests of the City. Section 4. Sale of Bonds; Notice of Sale. The City Council hereby approves the sale of the Bonds by the Authority; provided that the final maturity date of the Bonds shall not be later than the final maturity date of the Refunded Bonds and the net present value savings with respect to the Refunded Bonds shall be at least three percent (3.00%). The City Council hereby approves the form of the Notice of Sale in substantially the form on file with the City Clerk, together with such additions thereto and changes therein as the City Attorney and bond counsel shall deem necessary, desirable or appropriate. Section 5. Official Statement. The City Council approves the preparation of, and hereby authorizes an Authorized Officer to deem final within the meaning of Rule 15c2-12 of the Securities and Exchange Commission except for permitted omissions, a preliminary form of Official Statement describing the Bonds. An Authorized Officer is hereby authorized to execute the final Official Statement in the name and on behalf of the City, including as it may be modified by such additions thereto and changes therein as the Authorized Officers, upon consultation with the City Attorney, disclosure counsel and bond counsel, shall deem necessary, desirable or appropriate, and the execution of the final Official Statement by the Authorized Officers shall be conclusive evidence of the approval of any such additions and changes. Section 6. Official Actions. The Authorized Officers, the City Clerk and any and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions, including obtaining a rating on the Bonds, a municipal bond insurance policy or a debt reserve fund surety bond, and including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, ATTY/RESO.3069/CC RESO AUTHORIZING PROCEEDINGS&AGR—PFA REV:03-30-15 MLG Page 2 of 4