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July 22, 2002 Page 412 certain pricing and other permitted omitted information, is to be the Official Statement to be dated on or about August 28, 2002 (the ~'Official Statement"), pursuant to which the 2002 Certificates are to be offered and sold to the public; and (5) a Contract of Purchase, including the exhibits attached thereto, to be dated on or about August 28, 2002 (the '~Purchase Contract") between the Corporation and UBS PaineWebber Inc., on its own behalf and as representative of the other underwriters (if any) named therein (collectively, the "Underwriters"), pursuant to which the Underwriters agree to purchase the 2002 Certificates for sale to the public; WHEREAS, the obligations of the County to make Installment Payments and other payments pursuant to the Contract shall constitute limited obligations of the County payable solely from currently budgeted appropriations of the County and shall not constitute a pledge of the faith and credit of the County within the meaning of any constitutional debt limitation; WHEREAS, no deficiency judgment may be rendered against the County in any action for breach of a contractual obligation under the Contract, and the taxing power of the County is not and may not be pledged in any way directly or indirectly or contingently to secure any moneys due under the Contract; and WHEREAS, the Board of Commissioners desires to approve the Financing Documents and to authorize other actions in connection therewith; NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners, as follows: Section 1. Ail actions taken by or on behalf of the County to date to effectuate the proposed financing, including the Selection of the Underwriters and Helms Mulliss & Wicker, PLLC, as special counsel, are hereby ratified, approved and authorized pursuant to and in accordance with the transactions contemplated by the Financing Documents. Section 2. The acquisition, construction and equipping of the 2002 Project, the financing thereof and the granting of security interests therein, all as provided in the Financing Documents referenced in this Resolution, are hereby ratified and approved. Section 3. Each of the Contract, the Purchase Contract and the Deed of Trust is hereby approved in substantially the form submitted to this meeting, add each of the Chairman of the Board of Commissioners or the County Manager is hereby authorized to execute and deliver each of those documents in the name and on behalf of the County, with such changes, insertions or omissions as the persons executing such documents may approve, including but not limited to changes, insertions or omissions related to obtaining a policy of municipal bond insurance with respect to' the 2002 Certificates, their execution and delivery thereof to constitute conclusive evidence of such approval. The County Clerk is hereby authorized to affix the seal of the County to each of said documents as may be appropriate and to attest to the same. Section 4. The Trust Indenture (including the form of 2002 Certificate) is hereby approved in substantially the form submitted to this meeting, with such changes, insertions or omissions as appropriate, including but not limited to changes, insertions or omissions related to obtaining a policy of municipal bond insurance with respect to the 2002 Certificates, as the representatiVe(s) of the County executing the Contract may approve, the execution and delivery of the Contract to constitute conclusive evidence of such approval. The Board of Commissioners hereby approves the sale of the 2002 Certificates by the Corporation in an aggregate principal amount not in excess of the amount of moneys to be advanced to the County pursuant to the Contract. Section 5. Each of the Preliminary Official Statement and the Official Statement, in substantially the form of the Preliminary Official Statement submitted to this meeting, is hereby approved in substantially such form, with such changes, insertions.and omissions as appropriate, including but not limited to changes, insertions or omissions related to obtaining a policy of municipal bond insurance with respect to the 2002 Certificates, and the use thereof by the Underwriters in connection with the public offering and sale of the 2002 Certificates is hereby authorized. Each of the Chairman of the Board of Commissioners or the County Manager is hereby authorized to execute