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the Lease Agreement in the aggregate principal amount of not to exceed $26,000,000, and the execution and delivery of the following agreements (collectively, the "Agreements") : (a) the Site and Facility Lease expected to be dated as of May 1, 2007 (the "Site Lease") between the City, as lessor, and the Authority, as lessee; (b) the Lease Agreement; (c) the Assignment Agreement expected to be dated as of May 1, 2007, by and between the Trustee and the Authority; (d) the Trust Agreement; and (e) the Escrow Agreement expected to be dated as of May 1, 2007 (the "Escrow Agreement") among the Authority, the City and U.S. Bank National Association, as escrow agent. The Authority hereby approves and separately authorizes the Chairman, the Executive Director, the Assistant Executive Director or the Treasurer to execute the Agreements, and the Secretary is hereby authorized and directed, if required, to attest to said Agreements, in substantially the forms on file with the Secretary, together with any changes therein or additions thereto deemed advisable by such officer, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. Section 2. Official Statement. The Authority hereby approves, and hereby deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the preliminary Official Statement describing the Certificates, in the form on file with the Secretary. The Underwriter is hereby authorized to distribute the Official Statement in connection with the sale of the Certificates. The Chairman, the Executive Director, the Assistant Executive Director or the Treasurer is hereby authorized and directed to (a) execute and deliver to the purchaser of the Certificates a certificate deeming the preliminary Official Statement to be nearly final as of its date, (b) approve any changes in or additions to cause such Preliminary Official Statement to be put in final form, and (c) execute said final Official Statement for and in the name and on behalf of the Authority. Section 3. Sale of Certificates. The Authority hereby approves the sale of the Certificates by competitive sale pursuant to the Notice Inviting Bids in substantially the forms on file with the Secretary. Section 4. Official Actions. The Chairman, the Executive Director, the Assistant Executive Director, the Treasurer, the Secretary and other officials of the Authority are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution and the transaction herein contemplated. Whenever in this resolution any officer of the Authority is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on RESOLUTION NO. 2007-002 PFA 2