12 - FINANCING PURCHASE OF FIRE TRUCK

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Section 2. Other Actions Authorized. The officers and employees of the Lessee shall take all action necessary or reasonably required by the parties to the Agreement to carry out, give effect to and consummate the transactions contemplated thereby (including the execution and delivery of Acceptance Certificates and any tax certificate, tax return or other agreement, as contemplated in the Agreement) and to take all action necessary in conformity therewith, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the Agreement. Section 3. No General Liability. Nothing contained in this Resolution, the Agreement nor any other instrument shall be construed with respect to the Lessee as incurring a pecuniary liability or charge upon the general credit of the Lessee or against its taxing power, nor shall the breach of any agreement contained in this Resolution, the Agreement or any other instrument or document executed in connection therewith impose any pecuniary liability upon the Lessee or any charge upon its general credit or against its taxing power, except to the extent that the amounts payable under the Agreement are special limited obligations of the Lessee as provided in the Agreement. Section 4. Appointment of Authorized Lessee Representatives. The Mayor and the City Manager of the Lessee are each hereby designated to act as authorized representatives of the Lessee for purposes of the Agreement until such time as the governing body of the Lessee shall designate any other or different authorized representative for purposes of the Agreement. Section 5. Severability. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. Section 6. Repealer. All bylaws, orders and resolutions or parts thereof, inconsistent herewith, are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed as reviving any bylaw, order, resolution or ordinance or part thereof. Section 7. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. Section 8. Designation as Qualified Tax - Exempt Obligations. The Lessee hereby designates the Agreement as a "qualified tax - exempt obligation" as defined in section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code "). In furtherance of such designation, the Lessee represents, covenants and warrants the following: (a) that during the current calendar year the Lessee (including any subordinate entities) has not designated nor will designate tax - exempt obligations, which when aggregated with the Agreement, will result in more than $10,000,000 of "qualified tax - exempt obligations" being issued; (b) that the Lessee reasonably anticipates that the amount of tax - exempt obligations issued during the current calendar year by the Lessee (or any subordinate entities) will not exceed $10,000,000; and, (c) that the Lessee will take such action or refrain from such action as necessary, and as more particularly set forth in Article II of the Agreement, in order that the Agreement will not be considered a "private activity bond" within the meaning of section 141 of the Code.