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<br />7'e- / / <br /> <br />February 1, 2006 between the Authority and The Bank of New York Trust Company, <br /> <br />N.A., as trustee (the "Trustee"); and <br /> <br />WHEREAS, the Bonds are to be issued pursuant to the Marks-Roos Local Bond <br /> <br />Pooling Act of 1985 (the "Act"), constituting Article 4 (commencing with section 6584) of <br /> <br />Chapter 5 of Division 7 of Title 1 of the California Government Code; and <br /> <br />WHEREAS, the Authority and the City propose to sell and sell-back the Project <br />as provided in the Installment Purchase Contract, currently dated as of February 1, <br /> <br />2006 (the "Installment Purchase Contract"), between the Authority and the City, for the <br /> <br />purpose (among others) of providing amounts sufficient to provide for the payment of <br /> <br />the principal of and interest on the Bonds and such Project being further described in <br /> <br />the Installment Purchase Contract; and <br /> <br />WHEREAS, in connection with the offering of the Bonds, the Authority and the <br /> <br />City have caused to be prepared an Official Statement describing, among other things, <br /> <br />the City, the Indenture, the Enterprise, the Project, the Installment Purchase Contract <br /> <br />and the Bonds, a preliminary form of which is on file with the Secretary of the Authority; <br /> <br />and <br /> <br />WHEREAS, the Bonds will be sold pursuant to competitive sale, and the <br /> <br />Authority has caused a Notice of Sale to be prepared (the "Notice of Sale"); and <br /> <br />WHEREAS, the Authority has duly considered such transactions, including, <br /> <br />without limitation, the Indenture, the Notice of Sale, the Installment Purchase Contract <br /> <br />and the Official Statement, and wishes at this time to approve said transactions in the <br /> <br />public interests of the Authority. <br /> <br />Atty/Reso/Reso.1590 <br />011006 <br /> <br />2 <br />