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(d) WHEREAS, as required by the Act and Section 147(f) of the Internal Revenue <br />Code of 1986, as amended (the “Code”), a Notice of Public Hearing was published in Ramsey’s <br />official newspaper and newspaper of general circulation, for a public hearing on the proposed <br />issuance of the Bonds by the Issuer and the proposal to undertake and finance the Project; and <br />(e) WHEREAS, as required by the Act and Section 147(f) of the Code, the City <br />Council of Ramsey has on this same date held a public hearing on the issuance of the Bonds by <br />the Issuer and the proposal to undertake and finance the Project located within the jurisdictional <br />limits of Ramsey, at which all those appearing who desired to speak were heard and written <br />comments were accepted; and <br />(f) WHEREAS, Ramsey has been advised that the Bonds, as and when issued, will not <br />constitute a charge, lien, or encumbrance upon any property of Ramsey or the Issuer, except the <br />revenues to be derived from a revenue agreement. Such Bonds will not be a charge against the <br />general credit or taxing powers of Ramsey or the Issuer, but are payable from sums to be paid by <br />the Borrower pursuant to a revenue agreement; and <br />(g) WHEREAS, Ramsey and the Issuer are proposing to enter into a Joint Powers <br />Agreement (the “Joint Powers Agreement”) pursuant to which Ramsey will consent to the issuance <br />of the Bonds by the Issuer to finance the Project and the Issuer will agree to issue the Bonds to <br />finance the Project; <br />NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ramsey, <br />Minnesota, as follows: <br />1. Recital of Representations Made by the Borrower. The Borrower has agreed to pay <br />any and all costs incurred by Ramsey in connection with the issuance of the Bonds, whether or not <br />such issuance is carried to completion. <br />2. Host Approval. The City Council hereby gives the host approval required under <br />Section 147(f) of the Code and, pursuant to Minnesota Statutes, Section 471.656, Subd. 2(2), the <br />City Council hereby consents to the issuance of the Bonds by the Issuer. <br />3. Joint Powers Agreement. The Mayor and the City Administrator are hereby <br />authorized and directed to execute and deliver the Joint Powers Agreement and any other <br />documents deemed necessary to fulfill the intentions of this resolution. All of the provisions of <br />the Joint Powers Agreement, when executed and delivered as authorized herein, shall be deemed <br />to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and <br />shall be in full force and effect from the date of execution and delivery thereof. The Joint Powers <br />Agreement shall be substantially in the form on file with the City which is hereby approved, with <br />such omissions and insertions as do not materially change the substance thereof, or as the Mayor <br />and the City Administrator, in their discretion, shall determine, and the execution thereof by the <br />Mayor and the City Administrator shall be conclusive evidence of such determination. <br /> <br />The motion for the adoption of the foregoing resolution was duly seconded by Councilmember <br />Riley, and upon vote being taken thereon, the following voted in favor thereof: <br />2 <br /> <br />12624676v2 <br /> <br /> <br />