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appropriate, or executed or attested by other officers of the Issuer, in substantially the form on file, but with all such changes therein, not inconsistent with the Act or other law, as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof; and then shall be delivered to the Trustee. Modifications to the form of Mortgage may be made at the discretion of the other parties thereto. 5. Approval, Execution and Delivery of Bonds. The Issuer is authorized to issue the Bonds, in an aggregate principal amount of not to exceed $23,900,000, in the forms and upon the terms set forth in the Indenture which terms are for this purpose incorporated in this resolution and made a part hereof; provided, however, that the initial aggregate principal amounts of and the maturities of the Bonds, the interest rates thereon, and any provisions for the optional or mandatory redemption thereof shall all be as set forth in the final form of the Indenture to be approved, executed and delivered by the officers of the Issuer authorized to do so by the provisions of this Resolution, which approval shall be conclusively evidenced by such execution and delivery; and provided further that, in no event, shall such maturities ex~eed forty (40) years. The Underwriter has agreed pursuant to the provisions of the Bond Purchase Agreement and subject to the conditions therein set forth, to purchase the Bonds at the purchase price set forth in the Bond Purchase Agreement and said purchase price is hereby accepted. The Mayor and City Manager and other Issuer's officers are authorized to execute the Bonds as prescribed in the Indenture at such time, if any, as they may deem appropriate, and to deliver them to the Trustee, together with a certified copy of this Resolution and the other documents required by Section 2.08 of the Indenture for authentication, registration and delivery to the Underwriter. 6. Official Statement. As requested by the Underwriter, the Issuer hereby consents to the circulation by the Underwriter of the Official Statement in offering the Bonds for sale; provided, however, that the Issuer has not participated in the preparation of the Official Statement or independently verified the information in the Official Statement and takes no responsibility for, and makes no representations or warranties as to, the accuracy, completeness or sufficiency of such information. 7. Certificates, etc. The Mayor and City Manager, and other officers of the Issuer are authorized at such time, if any, as they may deem appropriate, to prepare and furnish to bond counsel and the purchaser of the Bonds, when issued, certified copies of all proceedings and records of the Issuer relating to the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records in the officers custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the Issuer as to the truth of all statements contained therein. The Issuer shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the qualified tax exempt status of the Bonds under this section. 2035105vl 4