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• "s <br /> TOWN OF MASHPEE, MASSACHUSETTS <br /> CERTIFICATE RELATING TO CERTAIN MINUTES OF A <br /> MEETING OF THE BOARD OF SELECTMEN <br /> We, the undersigned Town Treasurer and members of the Board of Selectmen(the "Board") of the <br /> Town of Mashpee, Massachusetts (the "Town"), hereby certify that the following is a true copy of excerpts <br /> from the minutes of a (regular) (special) meeting of the Board duly called on September 28, 1998 at <br /> p.m./a.m. at (the "Meeting"), that <br /> ( ) of the five (5) members of the Board constituting a quorum were in attendance and voting <br /> throughout and that all of the members of the Board were duly notified of the time, place and purposes of <br /> the Meeting. The following vote was duly adopted by vote of - yeas and nays. <br /> We further certify that the following is a true copy of a vote adopted at the Meeting: <br /> VOTED: (1) That the Town shall issue bonds for financing landfill closure costs (the "Project"), in <br /> the aggregate principal amount of$992,423 (the "Bonds"), authorized under and pursuant <br /> to Chapter 44, Section 8 and/or Chapter 29C of the Massachusetts General Laws, as <br /> amended and supplemented, and by vote of the Town, duly adopted, all as more <br /> particularly described herein. <br /> (2) The Bonds shall be dated as of their date of issuance and issued initially as registered <br /> Bonds, shall-mature in annual installments and bear interest on such day(s) in each year <br /> as may be approved by the Treasurer and the Board of Selectmen in accordance with <br /> Schedule C appended to the Loan Agreement hereinafter described (the "Loan <br /> Agreement"), such approval to be evidenced by their execution of the Bonds. The Bonds <br /> are substantially in the form set forth as Exhibit B to the Loan Agreement and otherwise <br /> shall be issued in such manner and forms as the signatories shall approve by their <br /> execution thereof. <br /> (3) That the Bonds shall be sold to the Massachusetts Water Pollution Abatement Trust <br /> (the "Trust") at the price of par. <br /> (4) That this issue of Bonds shall consist of$992,423 Landfill Closure Bonds being a <br /> portion of the $1,263,000 Landfill Closure Bonds authorized under Section 8(24) of <br /> Chapter 44 of the Massachusetts General Laws, as amended and supplemented <br /> ("Chapter 44") and by a vote of the Town duly adopted under Article 13 of the Warrant <br /> at the 1995 Annual Town Meeting. <br /> (5) That the forms, execution and delivery of the Project Regulatory Agreement dated <br /> July 1, 1998 and the Loan Agreement dated as of August 26, 1998, both as executed in <br /> the name and on behalf of the Town by the Selectmen, the Treasurer or any other <br /> appropriate-official of the Trustee in order to evidence the sale of the Bonds, are hereby <br /> approved, ratified and confirmed in all respects, with any changes therein not inconsistent <br /> with this vote as may be approved by the any such signatory. <br /> 3334375.01 <br />