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WHEREAS, it is necessary to amend the Agreement to permit the issuance of the Bonds and to ensure that each of the Member Cities remains responsible for its share of that indebtedness. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Centerville, Minnesota as follows: 1. That Article II of the Agreement shall be amended to read as follows: The general purpose of this agreement is to establish an organization to monitor the operation and activities of cable communications, and in particular, the Cable Communications System (System) of the parties; to provide coordination of administration and enforcement of the franchises of parties for their respective System; to produce, edit and transmit video programming for the parties of this agreement; to make video production, editing and studio facilities and equipment available to the citizens of the parties to this agreement through the operation of a Community Media Center; to promote the development of locally produced cable television programming; to ensure public access to emerging telecommunications technologies; and to conduct such other activities authorized herein as may be necessary to insure equitable and reasonable rates and service levels for the citizens of the Members to this agreement. 2. That Article IV, Section 3 of the Agreement shall be amended to read as follows: Section 3. "Community Media Center" means the public access center formerly run by the cable company, and any other public access center and studio facility that may be subsequently constructed by the Commission, along with all related equipment and staff 3. That Article VIII of the Agreement shall be amended by adding a new Section 13 that reads as follows: Section 13. The Commission is given express authority to issue bonds, obligations and other forms of indebtedness, in a principal amount not to exceed $2,500,000 (the "Bonds"), to finance the Commission's purchase of real property and its construction and acquisition on that property of a public access center and an operations/studio facility, to include the Community Media Center and the offices of the Commission (the "Project"). The term "Bonds" shall also include bonds or other forms of indebtedness issued to refund and refinance the Bonds, or any portion thereof Refunding Bonds shall not count against the $2,500,000 limit except to the extent that the amount of the refunding Bonds exceeds the amount of the Bonds being refunded thereby, but that limit shall not apply to any issue of refunding Bonds which produces an overall savings in debt service cost. As provided in Minn. Stat. ~ 471.59, subd. 11, the Bonds shall be obligations of the Commission which are issued on behalf of the Members, and shall be issued subject to the conditions and limitations set forth in Minn. Stat. ~ 471.59, subd. 11. The Commission may not pledge to the payment of the Bonds the full faith