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the Bonds, and such instruments, including any heretofore furnished, shall be deemed representations of the <br />City as to the facts stated therein. <br />5.02. Certification as to Official Statement. The Mayor, the City Administrator, and the Finance <br />Director, or any of their authorized designees, are authorized and directed to certify that they have examined <br />the final Official Statement prepared and circulated in connection with the issuance and sale of the Bonds and <br />that to the best of their knowledge and belief the final Official Statement is a complete and accurate <br />representation of the facts and representations made therein as of the date of the final Official Statement and <br />further that said final Official Statement did not (as of the date of the final Official Statement) and does not <br />contain any untrue statement of a material fact or omit to state a material fact which should be included therein <br />for the purpose for which the final Official Statement is to be used, or which is necessary in order to make the <br />statements made therein, in light of the circumstances under which they are made, not misleading. <br />5.03. Other Certificates. The Mayor, the City Administrator, and the Finance Director, or any of <br />their authorized designees, are hereby authorized and directed to furnish to the Purchaser at the closing such <br />certificates as are required as a condition of sale. Unless litigation shall have been commenced and be <br />pending questioning the Bonds or the organization of the City or incumbency of its officers, at the closing <br />the Mayor, the City Administrator, and the Finance Director shall also execute and deliver to the Purchaser <br />a suitable certificate as to absence of material litigation, and the Finance Director shall also execute and <br />deliver a certificate as to payment for and delivery of the Bonds. <br />5.04. Payment of Costs of Issuance. The City authorizes the Purchaser to forward the amount of <br />Bond proceeds allocable to the payment of issuance expenses to Wells Fargo Bank, National Association on <br />the closing date for further distribution as directed by the Municipal Advisor. <br />5.05. Electronic Signatures. The electronic signatures of the Mayor, the City Administrator, and the <br />Finance Director, or any of their authorized designees, to this Resolution and any document or certificate <br />authorized to be executed hereunder shall be as valid as an original signature of such party and shall be effective <br />to bind the City thereto. For purposes hereof, (i) "electronic signature" means: (a) a manually signed original <br />signature that is then transmitted by electronic means or (b) a signature obtained through DocuSign or <br />Adobe or a similarly digitally auditable signature gathering process; and (ii) "transmitted by electronic <br />means" means sent in the form of a facsimile or sent via the internet as a portable document format ("pdf') or <br />other replicating image attached to an electronic mail or internet message. <br />Section 6. Tax Covenants. <br />6.01. Tax -Exempt Bonds. The City shall comply with all the necessary requirements and take all <br />necessary actions (or decline to take prohibited actions) to ensure that interest on the Bonds shall not be <br />includable in gross income for federal income tax purposes under Section 103 and Sections 141 through 150 <br />of the Internal Revenue Code of 1986, as amended (the "Code"), and applicable Treasury Regulations <br />promulgated thereunder (the "Regulations"). The City covenants and agrees with the holders from time to time <br />of the Bonds that it shall not take or permit to be taken by any of its officers, employees, or agents any action <br />which would cause the interest on the Bonds to become subject to federal income taxation under the Code and <br />the Regulations, in effect at the time of such actions, and that it shall take or cause its officers, employees, or <br />agents to take all affirmative action within their powers that may be necessary to ensure that such interest shall <br />not become includable in gross income for federal income tax purposes under the Code and applicable <br />Regulations, as presently existing or as hereafter amended and made applicable to the Bonds. <br />DOCSOPEN-AR200-22-1009630A-4/21/25 <br />