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CITY OF CENTERVILLE <br /> RESOLUTION NO. /2 - 9 <br /> APPROVING FIRST AMENDMENT TO <br /> AMENDED AND RESTATED JOINT AND COOPERATIVE AGREEMENT <br /> AND APPROVING ISSUANCE BY <br /> THE NORTH METRO TELECOMMUNICATIONS SYSTEM <br /> OF CERTAIN REFUNDING BONDS AND RELATED MATTERS <br /> BE IT RESOLVED By the City Council (the "Council") of the City of Centerville (the <br /> "City ") as follows: <br /> Section 1. Recitals. <br /> 1.01. The City is a member of the North Metro Telecommunications Commission <br /> ( "NMTC "), which is a joint powers entity organized pursuant to Minnesota Statutes, section <br /> 471.59. <br /> 1.02. The member cities of NMTC entered into an Amended and Restated Joint and <br /> Cooperative Agreement for the Administration off a Cable Communications System dated as of <br /> June, 2003 (the "Joint Agreement "). <br /> 1.03. NMTC issued its $2,000,000 North Metro Telecommunications Commission Cable <br /> Franchise Revenue Bonds, Series 2003 (the "Series 2003 Bonds ") to finance a facility for NMTC <br /> operations. <br /> 1.04. NMTC has determined that it is reasonable and necessary to refund the Series 2003 <br /> Bonds in order to achieve debt service savings by issuing its Cable Franchise Revenue <br /> Refunding Bonds, Series 2012 (the "Refunding Bonds "). <br /> 1.05. The City Council has also reviewed a First Amendment to the Joint Agreement, <br /> (the "First Amendment ") providing for certain changes in appointment by member Cities of <br /> alternate directors who serve on the board of NMTC. <br /> Section 2. Approvals. <br /> 2.01. The City Council approves the First Amendment in substantially the form presented <br /> to the Council. <br /> 2.02. The Mayor and City Clerk are authorized and directed to execute the Amendment, <br /> and deliver the same to NMTC. <br /> 2.03. The City Council expressly authorizes NMTC to issue the Refunding Bonds in the <br /> 407957v1 SJB NR375 -1 <br />