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compensation to such firm under the agreement is payable solely from the proceeds of <br /> the refunding bonds. <br /> Section 4. The Authority hereby acknowledges receipt of the proposal of the firm <br /> of Quint and Thimmig LLP to act as disclosure counsel to the Authority in connection <br /> with the proposed issuance of the Bonds. The Authority hereby authorizes and directs <br /> the Director of Finance to execute and deliver an agreement with said firm for its <br /> services; provided that: (a) the agreement is consistent with said firm's proposal <br /> heretofore submitted to the Authority and contains terms (including those regarding <br /> compensation) no less favorable to the Authority than as set forth in such proposal, and <br /> (b) any and all compensation to such firm under the agreement is payable solely from <br /> the proceeds of the refunding bonds. <br /> Section 5. The City Manager, the Director of Finance, the City Clerk and all <br /> other employees of Public Financing Authority are hereby authorized and directed to <br /> take such actions as are necessary or appropriate to process any request of the Owner <br /> to refund the Public Financing Authority Water Revenue Bonds and the Lease Revenue <br /> Bonds, and to present to this Authority all resolutions necessary in connection <br /> therewith. Nothing in this Resolution shall in any way commit the Authority to issue any <br /> Bonds. <br /> Section 6. This resolution shall be effective immediately upon its adoption. <br /> PASSED AND ADOPTED this 25th day of March, 2013. <br /> ATTY/RES0.2839/APPOINTING CONSULTANTS IN CONNECTION WITH REFUNDING THE BONDS <br /> REV:03-18-13 PT <br /> Page 2 of 2 <br />