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Resolution No. 04-023 <br />Page Two <br /> <br />WHEREAS, <br /> <br />the Authority and the City have agreed to execute and deliver a Local Obligation <br />Administration Agreement, dated as of June 1, 2004 (the "Administration Agreement"), <br />pursuant to which the City agrees to take certain actions with respect to the Local <br />Obligations in a manner sufficient to ensure the security of the Bonds; and <br /> <br />WHEREAS, <br /> <br />the City has agreed to execute and deliver a Continuing Disclosure Agreement, dated as <br />of June 1, 2004 (the "Continuing Disclosure Agreement"), pursuant to which the City, on <br />behalf of the Authority, agrees to take certain annual disclosure actions with respect to <br />the Local Obligations and the Bonds. <br /> <br />NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PLEASANTON RESOLVES AS <br />FOLLOWS: <br /> <br />Section 1: <br /> <br />Approval of Bonds. The City Council hereby approves of the issuance of the Bonds by <br />the Authority under and pursuant to the Refunding Law provided that the maximum <br />aggregate principal amount of the Bonds shall not exceed $91,000,000. <br /> <br />Section 2: <br /> <br />Approval of Administration Agreement. The City Council hereby approves the <br />Administration Agreement in substantially the form on file with the City Clerk, together <br />with such additions thereto and changes therein as the City Attorney and Bond Counsel <br />shall deem necessary, desirable or appropriate, the execution of which by the Mayor, the <br />City Manager or the Director of Finance (or their designated representatives) shall be <br />conclusive evidence of the approval of any such additions and changes. <br /> <br />Section 3: <br /> <br />Approval of Continuing Disclosure Agreement. The City Council hereby approves the <br />Continuing Disclosure Agreement in substantially the form on file with the City Clerk, <br />together with such additions thereto and changes therein as the City Attorney and Bond <br />Counsel shall deem necessary, desirable or appropriate, the execution of which by the <br />Mayor, the City Manager or the Director of Finance (or their designated representatives) <br />shall be conclusive evidence of the approval of any such additions and changes. <br /> <br />Section 4: <br /> <br />Official Actions. The Mayor, City Manager, Director of Finance, City Clerk and any and <br />all other officers of the City are hereby authorized and directed, for and in the name and <br />on behalf of the City, to do any and all things and take any and all actions, including <br />execution and delivery of any and all assignments, certificates, requisitions, agreements, <br />notices, consents, instruments of conveyance, warrants and other documents, which they, <br />or any of them, may deem necessary or advisable in order to consummate the transactions <br />as described herein in connection with the issuance and sale of the Bonds by the <br />Authority. <br /> <br />Section 5: Effective Date. This Resolution shall take effect immediately upon adoption. <br /> <br /> <br />