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1400, Section 2. That the Bonds be sold to E. G. Frances & Co., Inc. (the "Purchaser"), for the purchase price recommended by the Partnership. Section 3. To prescribe the terms and conditions upon which the Bonds are to be executed, authenticated, issued, accepted, held and secured, the Mayor is hereby authorized and directed to execute and acknowledge a Trust Indenture by and between the City and a bank or trust company which will act as Trustee thereunder, dated as of the date of the Bonds (the "Indenture"). and the City Clerk is hereby authorized and directed to execute and acknowledge the Indenture and to affix the seal of the City thereto, and the Mayor and City Clerk are hereby authorized and directed to cause the Indenture to be accepted, executed and acknowledged by the Trustee. The Indenture is hereby approved in substantially the form submitted to this meeting, and the Mayor is hereby authorized to confer with the Trustee, the Partnership and the Purchaser in order to complete the Indenture in substantially the form submitted to this meeting with such changes as shall be approved by such persons executing the document, their execution to constitute conclusive evidence of such approval. Section 4. That there be, and there is hereby authorized the execution and delivery of a Loan and Security Agreement (the "Agreement") by and between the City and the Company, and the Mayor and City Clerk be, and they are hereby, authorized to execute, acknowledge and deliver the Agreement for and on behalf of the City. The Agreement is hereby approved in substantially the form submitted to this meeting, and the Mayor is hereby authorized to confer with the Partnership, the Trustee and the Purchaser in order to complete the Agreement in substantially the form submitted to this meeting with such changes as shall be approved by such persons executing the document, their execution to constitute conclusive evidence of such approval. Section S. That there be, and there is hereby, authorized the preparation and distribution to various prospective and actual purchasers of the Bonds of an Official Statement (and preliminary official statement), in the name of the City, describing the City, the Bonds, the Indenture, the Agreement, and setting forth such other information as may be determined to be necessary or desirable by the Purchaser and the Partnership. The Mayor is authorized to execute such official statement on behalf of the City. Section 6. That the Mayor and City Clerk, for and on behalf of the City, be, and they are hereby, authorized and o,,W directed to do any and all things necessary to effect the execution and delivery of the Agreement, the performance of all