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(Roll Call Vote) <br />Resolution No. 1987-10 <br />RESOLUTION OF THE SOUTHERN CALIFORNIA PUBLIC POWER AUTHORITY <br />APPROVING AMENDMENT NO. 3 to LOAN AGREEMENT AND APPROVING <br />THE EXCHANGE OF LOAN NOTES AS CONTEMPLATED BY SUCH AMENDMENT <br />BE IT RESOLVED by the Board of Directors of Southern <br />California Public Power Authority, as follows: <br />1. The form, terms and provisions of Amendment No. 3 to <br />Loan Agreement dated November 4, 1987, between Southern California <br />Public Power Authority (the "Authorityu), Bank of America National <br />Trust and Savings Association and such other parties as may be <br />approved by the President, as submitted to this meeting, are hereby <br />approved and adopted as part of this Resolution. The President and <br />the Secretary of the Authority are hereby authorized and directed <br />to, respectively, execute and deliver and attest and seal Amendment <br />No. 3 in the form submitted to this meeting with such changes, <br />insertions and omissions as may be approved by said President, the <br />execution of Amendment No. 3 by said President being conclusive <br />evidence of such approval; provided, however, that Amendment No. 3 <br />shall not be executed and delivered unless the Mead-Phoenix DC <br />Intertie Project Management Committee, and/or its Chairman pursuant <br />to delegated authority, shall have approved the form, terms and <br />provisions of Amendment No. 3. <br />2. The exchange, issuance and delivery of Mead-Phoenix <br />DC Intertie Project Development Loan Notes, as provided for in <br />Amendment No. 3 (as executed and delivered), is hereby approved. <br />The form, terms and provisions of Mead-Phoenix DC Intertie Project <br />Development Loan Note Nos. N-15 to N-18, inclusive, shall be as <br />provided by Amendment No. 3 (as executed and delivered), and said <br />Notes shall be manually executed and attested and sealed by, re- <br />spectively, the President and the Secretary of the Authority. <br />3. The President, Secretary and other officers of the <br />Authority are hereby authorized and directed to execute and deliver <br />any and all papers and instruments and to do and cause to be done <br />any and all acts and things necessary or proper for carrying out <br />the transactions contemplated by this Resolution.