Refunding of Outstanding Sewage Works Revenue Bonds of 2006, 2007B in the Principal Amount not to Exceed $28,000,000

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During any time that the 2015 Bonds are held in book-entry form on the books of a Clearing Agency, the Executive, the Fiscal Officer and/or the Registrar are authorized to execute and deliver a Letter of Representations agreement with the Clearing Agency, or a Blanket Issuer Letter of Representations, and the provisions of any such Letter of Representations or any successor agreement shall control on the matters set forth therein. The Registrar, by accepting the duties of Registrar under this Ordinance, agrees that it will (i) undertake the duties of agent required thereby and that those duties to be undertaken by either the agent or the issuer shall be the responsibility of the Registrar, and (ii) comply with all requirements of the Clearing Agency, including without limitation same day funds settlement payment procedures. Further, during any time that the 2015 Bonds are held in book-entry form, the provisions of Section 8 of this Ordinance shall control over conflicting provisions in any other section of this Ordinance. SECTION 9. Form of 2015 Bonds. The form and tenor of the 2015 Bonds shall be substantially as set forth in Appendix A hereto, all blanks to be filled in properly and all necessary additions and deletions to be made prior to delivery thereof. SECTION 10. Sale of Bonds. (a) The Fiscal Officer is authorized to negotiate the sale of the 2015 Bonds at an interest rate or rates not exceeding three percent (3.00%) per annum. The Executive and the Fiscal Officer are hereby authorized to (i) execute a purchase agreement with the purchaser, and (ii) sell such 2015 Bonds upon such terms as are acceptable to the Executive and the Fiscal Officer consistent with the terms of this Ordinance. The final form of the purchase contract shall be determined by the Executive and Fiscal Officer, upon advice of the City's Bond Counsel and Financial Advisor and the Executive and Fiscal Officer are hereby authorized and directed to complete, execute and attest the same on behalf of the City so long as its provisions are consistent with this Ordinance. (b) The Fiscal Officer is hereby authorized to appoint one or more financial institutions to serve as Escrow Trustee (each an "Escrow Trustee") for the Refunded Bonds in accordance with the terms of one or more escrow agreements to be entered into between the City and the Escrow Trustee (collectively, the "Escrow Agreement"). The Executive and the Fiscal Officer are hereby authorized and directed to complete, execute and attest the same on behalf of the City so long as its provisions are consistent with this Ordinance. (c) The execution, by either the Executive, Fiscal Officer, or the purchaser, of a subscription for investments of proceeds of the 2015 Bonds to be held under the Escrow Agreement in a manner consistent with this Ordinance is hereby approved. (d) Distribution of an Official Statement (Preliminary and Final), if necessary, when and if prepared by the Financial Advisor, on behalf of the City, is hereby authorized and approved, and the Executive is authorized and directed to execute the Official Statement on behalf of the City in a form consistent with this Ordinance. The Executive or the Fiscal Officer is authorized to deem the Preliminary Official Statement as "final" for purposes of Rule 15c2-12 promulgated by the Securities and Exchange Commission. - 9 -