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SECTION 7. Authentication of the Series 1998 Bonds? There is hereby authorized to be <br />delivered to the Registrar and Paying Agent for series 1998 Bonds an order signed by the <br />City Manager or any Deputy City Manager directing the Registrar and Paying Agent to <br />authenticate the Series 1998 Bonds, such Series 1998 Bonds to be in such form and to have such <br />details as are consistent herewith and with the Trust Indenture and to contain such terms and <br />provisions as are provided herein and in the Trust Indenture. The Registrar and Paying Agent is <br />hereby further authorized to deliver the Series 1998 Bonds set forth in such order to the <br />Underwriters, or upon their order, upon payment to the Trustee of the purchase price set forth in <br />the Bond Purchase Agreement. Upon such authentication, delivery and payment for the Series <br />1998 Bonds, such Series 1998 Bonds shall thereupon be deemed to be issued by the City under <br />the Trust Indemure. The Trustee is hereby directed to deposit the proceeds of sale of the Series <br />1998 Bonds in accordance with the provisions of the Trust Indenture. <br /> <br /> SECTION 8. Tax Covenant. The City covenants and agrees to comply with the <br />provisions of Sections 103 and 141-150 of the Internal Revenue Code of 1986 and the Treasury <br />Regulations promulgated thereunder throughout the term of the Series 1998 Bonds. <br /> <br /> SECTION 9. Official Statement. The Council hereby authorizes (a) the preparation of a <br />Preliminary Official Statement and a final Official Statement in such form and substance as the <br />City Manager or any Deputy City Manager upon the advice of counsel (including the City <br />Attorney or Bond Counsel) shall approve, (b) the Underwriters to use, and make available for <br />use by prospective and ultimate purchasers of the Series 1998 Bonds, the Preliminary Official <br />Statement, (c) the execution by the City Manager or any Deputy City Manager of the Official <br />Statement, (d) delivery of the Official Statement as so executed to the Underwriters, and (e) the <br />use of the Official Statement by the Underwriters in effecting sales of the Series 1998 Bonds. <br />The City Manager or any Deputy City Manager may certify that, except for any information <br />pertaining to any entity other than the City as to which the City makes no representation, the <br />information which precedes the signature of the City Manager or any Deputy City Manager <br />contained in the Official Statement is as of the date thereof true and correct in all material <br />respects and does not contain any untrue statement of a material fact or omit to state a material <br />fact necessary in order to make the statements made, in the light of the circumstances under <br />which they were made, nor misleading. The execution by the City Manager or any Deputy City <br />Manager of any official statement relating to the Series 1998 Bonds shall be conclusive evidence <br />that such official statement is the Official Statement authorized hereby and that the same complies <br />with all requirements of this Section 9. The Council hereby further authorizes the City Manager <br />or any Deputy City Manager to deem the Prel'aminary Official Statement final for purposes of <br />Rule 15c2-12. <br /> <br /> SECTION 10. Execution and Delivery of Continuing Disclosure Agreement. In order to <br />evidence the City's undertaking to comply with Rule 15c2-12, the Council hereby authorizes and <br />approves the entering into and the execution and delivery by the City Manager or any Deputy <br />City Manager of the Continuing Disclosure Agreement, in substantially the form presented to and <br />ordered to be filed with the minutes of the meeting at which this resolution is being adopted, with <br />such necessary or appropriate variations and omissions and insertions as shall be deemed <br />appropriate to the Series 1998 Bonds and as the officer of the City executing the same shall <br />approve upon the advice of counsel (including the City Attorney or Bond Counsel), such <br />approval to be conclusively evidenced by such officer's execution thereof. The Council hereby <br /> <br /> <br />