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RES FA-23RESOLUTION NO. FA-23 A RESOLUTION OF THE PALM DESERT FINANCING AUTHORITY DECLARING ITS INTENTION TO ISSUE REVENUE BONDS AND TAKING CERTAIN ACTIONS IN CONNECTION WITH THE OFFERING AND SALE THEREOF WHEREAS, the City of Palm Desert, California (the "City") is contemplating the issuance of local obligations payable solely from assessments within assessment districts (the "Local Obligations") and using the proceeds of such Local Obligations to refund the existing obligations issued with respect to all or certain of the assessment districts in the City; WHEREAS, the City contemplates selling the Local Obligations to the Palm Desert Financing Authority (the "Authority"); WHEREAS, the Authority contemplates obtaining the monies to buy the Local Obligations through the issuance of revenue bonds (the "Bonds") payable solely from the revenues generated from the Local Obligations. WHEREAS, the Authority desires to declare its intention to offer for sale, sell and issue the Bonds and to appoint an underwriter and certain other parties in connection with such offering and sale; NOW, THEREFORE, the Palm Desert Financing Authority DOES HEREBY, RESOLVE, DETERMINE AND ORDER as follows: Section 1. Recitals. The above recitals, and each of them are true and correct. Section 2. Intention to Issue Bonds. The Authority hereby declares its present intention to offer for sale, sell and issue the Bonds. Section 3. Appointment of Underwriter. The Authority hereby appoints Redwood Securities Group, Inc., as represented by Lonnie Odom, sole senior managing underwriter for the negotiated sale of the Bonds. Section 4. Appointment of Bond Counsel. Financial Advisor and Assessment Engineer. In connection with the issuance of the Bonds, the Authority hereby appoints, and retains the services of Briggs and Morgan, Professional Association, as bond Counsel; MuniSoft of McMinnville, Oregon, as financial advisor to the Authority; and Munifinancial, Inc., as assessment engineer. 798801.1 RESOLUTION NO. FA-23 Section 5. Authorization to Proceed. Each of the above -referenced parties, appointed and retained hereby, is hereby authorized to proceed with the preparation of all documents and reports necessary in connection with the issuance of the Bonds, but without obligation of the Authority for the payment of fees and expenses until specific agreement is reached between such parties and the Authority as to such compensation. Section 6. Disclaimers. The Authority is not obligating itself by this resolution to issue the Bonds or as to any specific terms of the Bonds, all of which is subject to subsequent approval in the sole discretion of the Authority. Section 7. Effective Date. This resolution is effective immediately upon adoption and shall remain effective until the issuance and sale of the Bonds. APPROVED AND ADOPTED this 28th day of August, 1997. AYES: BENSON, CRITES, SNYDER, SPIEGEL, KELLY NOES: NONE ABSENT: NONE — ABSTAIN: NONE R chard S. K: II . Presiden Sheila R." i '• an, Secr, 798801.1