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<br />Certificate with Respect to Qualified <br />Tax-Exempt Obligations <br /> <br />I, the of the City of Paris <br />(ULesl)ec"), am duly authorized to execute that certain Lease-Purchase Agreement, dated as of <br />April 19, 1989 (the "Agreemenl") by and between Lessee and City First Financial <br />Company and do hereby certify as I' nllows: <br /> <br />1. This Certificate with Respeclto Qualified Tax-Exempl Obligations(the "Certificate") is executed for the <br />purpose of eSlablishing thallhe Agreement has been designated by the Lessee as a qualified tax-exempt <br />ohligation of Lesseefor the purposes of Section 265(b)(3) of the Internal Reyenue Code 0( t9116 (the"Coden) <br /> <br />2. Lessee is a political suhdivision of the State of Texas <br /> <br />3. The Agreement is being issued in calendar year 1989 <br /> <br />4. Neither any portion of the gross proceeds of lhe Agreement nor the Equipment identified in the Agreement <br />shall be used (directly or indirectly) in a trade or business carried on by any person other than a governmcn- <br />tal unit, excepl I' or such use as a member of the general public. <br /> <br />5. No porlion of the Payments identified in thc Agreement (a) is secured,directly or indirectly, by property <br />used or to be used in a trade or business carried on by a person other than a goyernmental unit, except for <br />such useasa member of Ihe general public, or by payments in respect 0( such property or (b) is tobe derived <br />from payments (whether or not to Lessee) in respecl of properly or borrowed money used or to be used for <br />a trade or business carried on by any person other Ihan a goyernmental unil.. <br /> <br />6. No portion of lhe gross proceeds of the Agreement will be used (directly or indirectly) to make or finance <br />loans to persons other than governmental unilllo. <br /> <br />7. Lessee has designated the Agreement as a qualified tax-exempt obligation for purposes 0( the Code, <br />pursuanllo a resolutiou adopted by the governing body of Lessee on ,19 <br /> <br />H. Including the Agreement herein so designated, Lessee will not designate morc than $10,000,000 0( <br />obligations issued during calendar year 1989 as qualified lax-exempt obligations. <br /> <br />9. Lessee reasonably anticipates that the total amount of tax-exempt obligalions (including bUI not limited <br />to lease-purchase agreements and excluding priyale aClivity bonds) tobe issued by Lessee during calendar <br />year 1989 will not exceed $10,000,000. <br /> <br />111. For the purposes of this Certifjcate. the amount of tax-exempt obligalions stated as either issued or <br />designaled as qualified tax-exempt obligalions includes tax-exempt obligatioDsissued by all eDtitiesderiying <br />their issuing authority from Lessee or by an entily subject to substantial conlrol by Lessee, as provided in <br />Section 265(b)(3)(E) of the Code. <br /> <br />11. This Certificate is based on facts and circumstances in existence on tbis date. <br /> <br />IN WITNESS WHEREOF, I have sel my hand this_day 0( <br /> <br />,19 <br /> <br />City of Paris <br />Lcss(,;c <br /> <br />Title <br /> <br />Authorized Signature <br />