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Anaheim, Burbank, Colton, Glendale and Pasadena) shall be obligated to pay the principal or <br />Redemption Price (as defined in the Indenture of Trust) of, or interest on, the Bonds. Neither the <br />faith and credit nor the taxing power of the State of California or any public agency thereof or <br />any member of the Authority or any Project A Participant is pledged to the payment of the <br />principal or Redemption Price of, or interest on, the Bonds. The Bonds shall not constitute a <br />debt or indebtedness of the Authority within the meaning of any provision or limitation of the <br />constitution or statutes of the State of California, and they shall not constitute or give rise to a <br />pecuniary liability of the Authority or a charge against its general credit. <br />2. Each of the President and Vice President of the Authority is hereby authorized to <br />approve an Of'ficial Statement relating to the Bonds (such approval to be conclusively evidenced <br />by such officer's execution and delivery thereof) (the "Official Statement"). The Board of <br />Directors hereby approves the use of such Official Statement in connection with the offering and <br />sale of the Bonds, and the Board of Directors hereby further approves the use of any supplement <br />or amendment to such Official Statement that is necessary or appropriate so that, in the opinion <br />of thc President or the Vice President of the Authority (after consultation with the Authority's <br />Co-Bond Counsel), such Official Statement does not include any untrue statement of a material <br />fact and does not omit to state a material fact necessary to make the statements therein, in light of <br />the circumstances under which such statements were made, not misleading. Each of the <br />President and Vice President of the Authority is hcreby authorized to execute the Official <br />Statement and any amendment or supplement thereto, in the name and on behalf of the <br />Authority, and thereupon to cause such Official Statement and any such amendment or <br />supplement to bc delivered to Citigroup Global Markets Inc. (the "Underwriter"). The <br />Underwriter is authorized to distribute the Official Statement to the purchasers of the Bonds. <br />3. Each of the President and Vice President and the Secretary of the Authority is <br />hereby authorized to execute and deliver a Standby Bond Purchase Agreement relating to thc <br />Bonds among the Authority, the Trustee and KBC Bank N.V., acting through its New York <br />Branch, in substantially the form on file with the Authority, with such changes, insertions and <br />omissjons as shall be approved by said President or Vice President (such approval to be <br />conclusively evidenced by such officer's execution and delivery thereof). Said Standby Bond <br />Purchase Agreement, in the form in which executed and delivered, is hereinafter referred to as <br />thc "Standby Bond Purchase Agreement." The Standby Bond Purchase Agreement is hereby <br />made a part of this Resolution as though set forth in full herein and the same hereby is approved. <br />The Standby Bond Purchase Agreement is hereby designated as a Project Agreement under the <br />Indenture of Trust and the Project A Power Sales Ageements (as defined in the Indenture of <br />Trust). <br />4. Each of the President, Vice President, Secretary, any Assistant Secretary, the <br />Executive Director and any other officer of the Authority is hereby authorized to execute and <br />deliver any and all agreements and to approve any and all documents and instruments and to do <br />and cause to be done any and all acts and things deemed nccessary or advisable for carrying out <br />the transactions contemplated by this Resolution (including, but not limited to, executing and <br />delivering, or approving, as applicable, any investment agreements relating to the investment of <br />Bond proceeds). Each reference in this Resolution to the President, Vice President, Secretary, <br />Assistant Secretary or Executive Director shall refer to the person holding such office or <br />position, as applicable, at the time a given action is taken and shall not be limited to the person