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RESOLUTION NO. 19431 RESOLUTION APPROV1NG FORM OF FISCAL AGENT AGREEMENT PROVIDING FOR THE FORM, EXECUTION AND ISSUANCE OF LIMITED OBLIGATION IMPROVEMENT BONDS; APPROVING THE FORM OF OFFICIAL NOTICE OF SALE; APPROV1NG THE FORM OF PRELIMINARY OFFICIAL STATEMENT; AND AUTHORIZING RELATED ACTIONS AND EXECUTION OF RELATED DOCUMENTS IN RESPECT OF THE ISSUANCE, SALE AND DELIVERY OF THE BONDS (Riverside Auto Center Assessment District) The City Council of the City of Riverside resolves as follows: The City Council hereby provides for the form, execution and issuance of the Limited Obligation Improvement Bonds (the "Bonds") of the Riverside Auto Center Assessment District (the "Assessment District"), City of Riverside (the "City"), California. The form of Fiscal Agent Agreement (the "Fiscal Agent Agreement"), dated as of February 1, 1999, and presently on file with the City Clerk of the City, is hereby approved, and the issuance of the Bonds in accordance with the Fiscal Agent Agreement is hereby authorized. The Finance Director of the City is authorized to execute the Fiscal Agent Agreement on behalf of the City in substantially the form attached hereto, with such changes as shall be approved by the Finance Director aiter consultation with Bond Counsel (Orrick, Herrington & Sutcliffe LLP). The signature of the Finance Director on the Fiscal Agent Agreement shall be conclusive evidence of the approval thereof by the City Council. The City Council hereby approves the form of Official Notice of Sale (the "Notice of Sale") presently on file with the City Clerk and authorizes the Finance Director to coordinate with the City's Financial Advisor for the Bonds (Evensen Dodge, Inc.) to distribute said notice to such prospective bidders for the Bonds as the Financial Advisor shall deem appropriate. FolloWing receipt of and opening and declaration of the bids submitted for the DOCSSF1:267565.1 40941-4