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WHEREAS, the Authority has offered the Bonds for sale by means of an Official <br />Statement, dated March 12,1998 (together with an Addendum thereto to be prepared and distributed <br />prior to delivery of the Bonds, the "Official Statement"); and <br />WHEREAS, forms of the First Amendment to Lease and the Official Statement have <br />been presented to this Board and are hereby ordered to be placed on file in the office of the City <br />Clerk. <br />NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE <br />CITY OF Or '>NO (the "City"), as follows: <br />NOW, THEREFORE, BE IT RESOLVED by this Council that the First <br />Amendment to Lease and the Escrow Agreement, dated as of April I, 1998 (the "Escrow <br />Agreement"), between the City and Firstar Bank of Minnesota, N.A., as escrow agent, substantially <br />in the forms presented to this Board, are hereby approved. The Mayor and the City Clerk (or, in the <br />event of their absence or disability, the acting Mayor or the acting City Clerk, respectively) are <br />hereby authorized and directed to execute and deliver the First Amendment to Lease and the Escrow- <br />Agreement in the name of and on behalf of the City. All of the provisions of the First Amendment <br />to Lease and the Escrow Agreement, when executed and delivered as authorized herein, shall be <br />deemed to be a part of this resolution as fully and to the same extent as if incorporated herein. The <br />First Amendment to Lease and the Escrow Agreement shall be substant’ally in the form now on tile <br />in the office of the City Clerk, with such necessary and appropriate variations, omissions and <br />insertions as the Mayor shall determine to be necessary or appropriate, and the execution thereof by <br />the Mayor shall be conclusive evidence of such determinations. <br />BE IT FURTHER RESOLVED that the Board hereby approves the form of the <br />Official Statement annexed hereto and it is hereby determined that the information contained therein <br />regarding the City is accurate and complete. The officers of the City are hereby authorized and <br />directed to execute such certificates as may be appropriate concerning the accuracy, completeness <br />and sufficiency of the Official Statement insofar as it coniaiiis infcvmation describing the City and <br />the Lease. <br />BE IT FURTHER RESOLVED that the Board hereby authorizes and directs <br />officers of the City to execute such other certificates and documents as may be necessary' and <br />appropriate to effectuate the transactions contemplated by the First Amendment to Lease and the <br />Official Statement. <br />Page 2 of 7