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• Official Statement is "deemed final" within the meaning of Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule"). This Council hereby approves the distribution of the Preliminary Official Statement by the Underwriter. The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Authorized Officer, in consultation with the Underwriter and Bond Counsel, and such information permitted to be excluded from the Preliminary Official Statement under the Rule, shall be conclusive evidence of the approval of the final Official Statement by the Town. Section 7. Actions. All actions heretofore taken by the officers and agents of the Town with respect to the establishment of the Assessment District and the sale and issuance of. the Bonds are hereby approved, confirmed and ratified, and the proper officers and staff of the Town are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements, contracts, and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with this resolution, and any certificate, agreement, contract, and other document described in the documents herein approved. Section 8. Effective Date. This resolution shall be effective upon the date of its adoption. * * * * * * * * * * * * * * * * * * PASSED AND ADOPTED at a regular meeting of the City Council of the Town of Los Altos Hills duly held on the 12th day of February, 2009, by the following vote: Ayes: Mayor Jean Mordo, Mayor Pro Tern Dean Warshawsky, Councilmember Breene Kerr and Councilmember Ginger Summit Noes: None Abstain: Councilmember Rich Larsen Absent: None Mayor ATTEST: / C. Clerk -3-