AgdaPkt 2013-05-20 Closed Cancelled and Special

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7.A. - Page 13 Section 5. Approval of Escrow Instructions. The Authority hereby approves the Escrow Instructions relating to the Refunded Bonds, dated as of June 1, 2013 (the "Escrow Instructions"), between the Authority and The Bank of New York Mellon Trust Company, N.A., as escrow agent thereunder, in the form on file with the Secretary, together with any additions thereto or changes therein deemed necessary or advisable by the Authorized Officers, upon consultation with Authority counsel and Bond Counsel, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. Each Authorized Officer is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final form of the Escrow Instructions for and in the name and on behalf of the Authority. The Authority hereby authorizes the delivery and performance of the Escrow Instructions. Section 6. Official Action. The officers and staff of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions, including negotiations for purchase of bond insurance resulting in present value savings and execution and delivery of any and all assignments, certificates, requisition, agreements, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance, sale and delivery of the Bonds, the payment of issuance costs incurred with respect to the Bonds, and the sale of the Project to the City. Section 7. Effective Date. This Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 20t" day of May, 2013. ATTY/RES0.2856/PFA WATER REV BONDS JPA RESO REV:OS-06-13 PT Page 4 of 4