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5.Officials. The officials of the City are as follows: Name Office Dan Roe Mayor Jeff Johnson Councilmember Tammy McGehee Councilmember Tammy Pust Councilmember Bob Willmus Councilmember William Malinen City Manager Christopher Miller Finance Director Members of the City Council of the City listed in this paragraph were the duly appointed, qualified and acting members at the time the resolution identified in paragraph 6 below were adopted. 6.Note Resolution. The Note Resolution was adopted at a regular meeting of the City Council held on June 12, 2006, is in full force and effect as of the date hereof, and, other than as it may have been amended by the Amendment Resolution, has not been rescinded, modified or amended in any respect. 7.Amendment Resolution. The Amendment Resolution was adopted at a regular meeting of the City Council held on September 10, 2012, and is in full force and effect as of the date hereof, and has not been rescinded, modified or amended in any respect. 8.Findings. To the best of our knowledge, since the dates of adoption of the Note Resolution and the Amendment Resolution there has been no change with respect to any of the findings of the City expressed in the Note Resolution and the Amendment Resolution, respectively. 9.Execution and Delivery. The City has authorized by all necessary action, the execution, delivery, and due performance of the Note Amendment and Loan Agreement Amendment and any and all such other agreements and documents as may be required, on advice of Bond Counsel, to be executed and delivered by the City in order to carry out, give effect to and consummate the transaction contemplated by the Note Amendment, the Loan Agreement Amendment, and the Amendment Resolution. 10.Proceedings. All proceedings and actions taken by the City by and through its governing body and its Mayor and City Manager in connection with the Note Amendment, Loan Agreement Amendment, and other applicable documents set forth in the transcript prepared in connection therewith, were duly conducted and adopted in accordance with applicable procedural requirements imposed by law and as represented in such documents executed the same as indicated therein and were duly elected or appointed and qualified to serve as such officers on the date of such execution. 11.No Litigation. To the best knowledge of the undersigned, there is no litigation of any nature now pending, or to our knowledge, threatened seeking to restrain or enjoin the 2 4914665v1