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Resolution 13431CITY OF ALAMEDA RESOLUTION NO. 13431 APPROVING PUBLIC UTILITIES BOARD ACTION AND AUTHORIZING NEGOTIATION, EXECUTION, SALE AND DELIVERY OF CERTAIN INSTALLMENT SALE FINANCING DOCUMENTS TO BE DELIVERED IN CONNECTION WITH AMENDMENTS AND AGREEMENTS RELATED TO THE CONTINUED DEVELOPMENT, CONSTRUCTION, FINANCING AND OPERATION OF THE CITYWIDE HYBRID FIBER OPTIC - COAXIAL BROADBAND TELECOM SYSTEM, AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO WHEREAS, Alameda Power & Telecom (being the City of Alameda (the "City "), acting by and through its Bureau of Electricity, or "Alameda P &T "), has authorized the acquisition, con- struction, development, financing and operation of a citywide hybrid fiber optic- coaxial broadband telecom system (the "Telecom System ") pursuant to resolutions including, without limitation, Resolution No. 4110 of the Public Utilities Board of the City of Alameda (the "Public Utilities Board "), adopted December 13, 1999; and WHEREAS, pursuant to said Resolution No. 4110, Alameda P &T arranged for the financing Oof the Telecom System, in part through the sale and delivery of certificates of participation in an ti installment sale agreement as set forth therein, as approved by the City under City of Alameda Z Resolution No. 13175, adopted January 18, 2000; and cc 0 WHEREAS, the City has heretofore granted Alameda P &T a franchise to build and operate the Telecom System; and } WHEREAS, in connection with the continued development, construction and operation of the Telecom System and in consideration of proposed changes with respect to the Telecom System and the contractual arrangements pertaining thereto which Alameda P &T may consider to afford financial, operational and other advantages for the Telecom System and its customers, Alameda P &T has authorized the negotiation, execution and delivery of certain amendments and agreements related to such activities, including without limitation an installment sale agreement in an initial aggregate principal amount of not to exceed $6.3 million (the "Installment Sale Agreement "); and WHEREAS, on this date the Public Utilities Board adopted its Resolution No. 4517 ap- proving, authorizing and directing the negotiation, execution and delivery of certain financing documents, including without limitation the Installment Sale Agreement; and Now, THEREFORE, BE IT RESOLVED that the City Council of the City of Alameda hereby ORDERS and DETERMINES that the actions taken by the Public Utilities Board, as evidenced in Public Utilities Board Resolution No. 4517 , approving, authorizing and directing the ne- gotiation, execution and delivery of the Installment Sale Agreement and certain related docu- ments be, and they are hereby, ratified, confirmed and approved in all respects. 016.263456.1 This resolution shall become effective immediately upon its adoption by this City Council. I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in a special meeting assembled on the 22nd day of January, 2002, by the following vote to wit: AYES: Councilmembers Daysog, DeWitt, Johnson, and Kerr - 4. NOES: None. ABSENT: Mayor Appezzato - 1. ABSTENTIONS: None. IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official seal of said City this 23rd day of January, 2002. A Load Lara Weisiger, City Cl City of Alameda