Authorizing the City Economic Development Revenue Bonds Bendix Corporation Project

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Section 2. The proposed Financing is hereby approved. The Bonds are authorized to be issued in the aggregate principal amount of $1,000,000, shall be dated (initially) as of September 1, 1978, shall mature on September 1, 2003, shall bear interest at the rate of % per annum payable semiannually on each March 1 and September 1 until paid, and shall be issued as either coupon bonds in denominations of $5,000 or, fully registered bonds in integral multiples of $5,000. The forms of the Bonds and the provisions for registration, execution, payment, redemption and authentication shall be as set forth in the Indenture. By this reference thereto all of the terms, conditions and provisions of the Indenture are incorporated herein as a part of this Ordinance. Section 3. The payments to be received by the City under the terms of the Financing Agreement are determined to be sufficient to pay the principal of, redemption premium, if any, and interest on the Bonds as the same become due and payable, and all of said payments received under the Financing Agreement are hereby pledged for that purpose. The Bonds shall not in any respect be a general obligation of the City, nor shall they be payable in any manner from funds raised by taxation. By this reference thereto all of the terms, conditions and provisions of the Financing Agreement are incorporated herein as a part of this Ordinance. Section 4. In order to secure the payment of the principal of, redemption premium, if any, and interest on the Bonds herein authorized, and in order to secure the performance and observance of all the agreements and conditions in the Bonds, the execution, delivery and performance of the Indenture and the Financing Agreement by the City is hereby authorized. The Indenture and the Financing Agreement shall be in substantially the forms approved by the Commission (which forms shall be inserted in the minutes of the Common Council and kept on file by the Clerk), subject to such changes, insertions or omissions as may be approved by the Mayor, and the execution of the Indenture and Financing Agreement by the Mayor, which is hereby authorized and directed, shall be conclusive evidence of any such approval. Section 5. In order to accomplish the sale of the Bonds, the execution, delivery and performance of the Bond Purchase Agreement and the execution and delivery of the Official Statement are hereby authorized. The Mayor, Clerk and Controller are authorized and directed to sell the Bonds to the purchaser thereof at a price of 98.50 of the principal amount thereof, plus accrued interest thereon to date of delivery, pursuant to the terms and provisions of the Bond Purchase Agreement. By this reference thereto all of the terms, conditions and provisions of the Bond Purchase Agreement and the Official Statement are incorporated herein as a part of this Ordinance. The Bond Purchase Agreement and the Official Statement shall be in substantially the forms approved by the Commission (which forms shall be inserted in the minutes of the Common Council and kept on file by the Clerk), subject to such changes, insertions or omissions as may be approved by the Mayor, and the execution of the Bond Purchase Agreement and Official Statement by the Mayor, which is hereby authorized and directed, shall be conclusive evidence of any such approval. -2-