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Resolution No. 8544 Page 2 4. The Mayor and City Manager and other officers of the City are authorized and directed to prepare and furnish to the Remarketing Agent certified copies of all proceedings and records of the City relating to the Bonds, and such other affidavits and certificates as may be required to show the facts relating to the legality of the Bonds as such facts appear 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 city as to the truth of all statements contained therein. 5. The approval hereby given to the various documents referred to above includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, dele- tions therefrom and additions thereto as may be necessary and appropriate, and approved by the City Attorney and the City officials authorized herein to execute said documents prior to their execution; and said city officials are hereby authorized to approve said changes on behalf of the city. The execution of any instrument by the appropriate officer or officers of the City herein authorized shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. In the absence of the Mayor or City Manager, any of the documents authorized by this resolution to be executed may be executed by the Acting Mayor or the Assistant City Manager, respectively. 6. The approval hereby given to the various documents and the authorization of the City officials to execute these documents is subject to the payment by the Partnership of the application fee in the amount of $10,000 and the City administrative fee in the amount of 1 percent of the face amount of the Bonds ($14,275,000), subject to such reduction, if any, as is necessary to conform to arbitrage regulations. The motion for the adoption of the foregoing resolution was duly seconded by Member Maschka, and upon a vote being taken thereon, the following voted in favor thereof: Thomas, Maschka, Cushman, and Rog, and the following voted against the same: None. WHEREUPON said resolution was declared duly passed and adopted. STATE OF MINNESOTA) ) 55 COUNTY OF RAMSEY ) I, the undersigned, being the duly qualified City Manager of the City of Roseville, County of Ramsey, State of Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of said City Council held on the 12th day of February, 1990, with the original thereof on file in my office. WITNESS MY HAND officially as such Manager this 13th day of February, 1990. SEAL st~ager