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5.02. Finding 1"t is. hereby found* and determined that based upon infomii4on. presently. Available from the City's municipal advisors; the issuance of the Bonds-wil.l result in a. reduction ordebt service cost to the City on the Refunded Bonds, such *that the: present value of such deht-service or -interest cost savings (the "Reduction°') is at least 160% of the debt service: on the Refunded Bonds. The Reduction, after the inclusion of all authorized expenses of -refunding in the ;computation of the effective interest rate on the Bonds, is adequate to. authorize the issuance of the Bonds as provided by Section 475.67, subdivisions 12 and 1*3 of the Act. 5.03. Proceeds 1'leds�,ed to the Escrow Fund. As of the date -of delivery. of and payment for the.. Bbodsr proceeds of the Bonds. are hereby pledged and .appropriated and will .be deposited in the: Escrow Fund as. follows: () $. for the purpose. of paying interest on the *Bonds to and including February 1, 2016;. and (ii) 3 for the purpose of redeeming on the Redemption. Dke the principal amount of the Series 2007A. Bonds maturing after the. Redemption Date. 504. Securities to Fund Escrow_Fund. Securities purchased, *if any, from the moneys in the Escrow Fund will be limited to securities specified in Section 475.67,-subdivision S ofhe-Act. Elders & Associates, Inc:, and/or U.S. Bank National Association, as agent for the City, is hereby authorized and directed- to purchase for and. on behalf .of. the City and in its name, appropriate securities to fund the Escrow Fund. Upon the 'issuance and delivery of the Bonds, the securities so purchased will be.deposited with the Escrow Agent *and field pursuant to the terms of the Memorandum of Instruction (as defined herein) and this resolution.. 5.05. Notice of Call for Redemption. The Refunded Bonds maturing on February 1, 2017, and thereafter will be redeemed and prepaid on the Redemption Date*in accordance with its terms and in. accoi`dance with. the terms. and conditions set fbt%h-iin the form. of Notice of Call for Redemption attached. hereto as EXHIBIT D, which terms and conditions *are hereby approved and, incorporated by reference. The registrar for fie Refunded Bonds is authorized.and directed to send .g :copy of the Notice of Call for Redemption to the registered. holder of the; Refunded.Bonds. 5:06. Memorandum of Instructi�. On or:prior to the delivery -of the Bonds, the Mayor and the. City Clerk are hereby authorized and directed to execute on behalf of "the City a Memorandum of Understanding with the Escrow Agent in substantially the form now on file with the City Clerk. All essential terms and conditions of the Memorandum of Understanding :including payment of rieasonable charges for the services .of the Escrow Agent, are hereby approved and adopted and made part of this Resolution. Section 6. Authen&ation_of Transp . 6:01. City Proceedings and .Records. The officers -of the City are authorized and directed to. .prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of.the City relating to the Bonds and to the financial Condition and*,affairs of the City, and such other certificates, affidavits and transcripts as may be required to show the facts within their knowledge or as shown by the books and records in their custody aiid under their control, relating to the validity and marketability of the Bonds, and such instruments, including. any heretofore. furnished; may be deemed. representations. of the. City as to the facts stated therein. 6.02.. Certification as to Official Statement. The Mayor and 'City Administrator -Clerk are hereby authorized and directed to certify that they Have examined the Official Statement prepared and circulated in donnection with the issuance and sale of the Bonds and. that .to the best of -their knowledge and beliefthe*Official Statement is a complete and accurate representation ofthe facts and representations made therein as of the date of the Official Statement. 461255v1 GAF GE19042. g