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Resolution 755RESOLUTION NO. 755 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EDMONDS., WASHINGTON, APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF A REAL ESTATE PURCHASE CONTRACT AGREEMENT TO ACQUIRE PROPERTY FOR OPEN SPACE. - WHEREAS, the City has entered into an Option to Purchase Real Estate Agreement authorized by the Council on July 7, 1992, and a Supplemental Agreement authorized by the Council on October 6, 1992, for the purchase of certain real property (the "Property ") to be acquired for open space purposes of the City; and WHEREAS, the City now wishes to close such purchase by entering into a Real Estate Purchase Contract Agreement (the "Contract ") in the form prepared by the City attorney, attached as Exhibit A and made a part hereof, more particularly describing the Property and the terms and conditions of the purchase, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EDMONDS, WASHINGTON, HEREBY RESOLVES AS FOLLOWS: Section 1. The City Council deems it to be in the best interest of the City to purchase the Property on the terms and conditions set forth in the Contract which is Exhibit A hereto, and the Mayor and City Clerk are authorized and directed to execute and deliver the Contract, subject to such changes as may be recommended by the City attorney and Bond Counsel to the City, together with all other closing documents as are reasonable and necessary to 0062665.01 I carry out the purpose of this resolution. It is the intention of the Council that the principal amount of the Contract should be included, insofar as possible, in the debt capacity allowance of the City allocated to open space and park facilities. Section 2. The full faith, credit and resources of the City are pledged irrevocably for the payment of the principal of and interest on the Contract. The City pledges to budget and appropriate from annual regular property taxes and other revenues available to the City without a vote of the electors of the City amounts sufficient, together with other money legally available therefor, to pay the principal of and interest on the Contract as the same shall come due. Section 3. The City Finance Director is appointed registrar for the Contract and to fulfill the duties of registrar set forth in Ordinance No. 2451 of the City. The Contract may not be assigned or transferred except on the books of the registrar. Section 4. The City covenants that it will take all actions necessary to prevent amounts treated for federal income tax purposes as interest paid under Contract from being included in gross income for federal income tax purposes, and it will neither take any action nor make or permit any use of the Property or funds of the City treated as proceeds of the Contract at any time during the term of Contract that would cause amounts treated for federal income tax purposes as interest on the Contract to be included in gross income for federal income tax purposes. The City certifies that it has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that it is any issuer of obligations whose arbitrage certifications may not be relied upon. 0062665.01 -2- Section 5. Designation of Contract as "Qualified Tax- Exempt Obligation." The City has determined and certifies that (a) the Contract is not a "private activity bond" within the meaning of Section 141 of the Code; (b) the reasonably anticipated amount of tax - exempt obligations (other than private activity bonds) which the City and any entity subordinate to the City (including any entity which the City controls, which derives its authority to issue tax - exempt obligations from the City or which issues tax - exempt obligations on behalf of the City) will issue during the calendar year in which the Contract is executed and delivered will not exceed $10,000,000; and (c) the amount of tax - exempt obligations, including the Contract, designated by the City as "qualified tax - exempt obligations" for the purposes of Section 265(b) (3) of the- Code during the calendar year in which the Contract is executed and delivered does not exceed $10,000,000. The City designates the Contract as a "qualified tax - exempt obligation" for the purposes of Section 265(b)(3) of the Code. Section 6. This resolution shall take effect immediately upon passage. RESOLVED this 8th day of December, 1992. APPROVED: Mayor, aura M. Hall ATTEST /AUTHENTICATED: C'ty Clerk, onda J. March FILED WITH THE CLERK: December 8, 1992 PASSED BY THE CITY COUNCIL: December 8, 1992 RESOLUTION NO. 755 0062665.01 -3-