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LAW OFFICES OF <br />BEST BEST & KRIEGER <br />LLP <br />-Agency Agreement: Under the Agency Agreement the Authority appoints the <br />City as its agent to carry out the construction of the Big League Dreams Project. <br />-Note Purchase Agreement: The Note Purchase Agreement establishes the <br />conditions upon which Community Reinvestment Fund will purchase the Note from the <br />Authority. <br />City Ordinance. Because the City is leasing and leasing back property it owns it is required to <br />adopt an ordinance authorizing the lease/leaseback arrangement. Adoption of the ordinance will <br />satisfy this legal requirement. <br />Should the City and the Authority wish to proceed with the issuance of the Note, <br />subject to an agreement being reached by Big League Dreams and the City within ninety (90) <br />days of adoption, the City Council and the Board of Directors should adopt the above-described <br />resolutions and ordinance. <br />KYLE A. SNOW <br />-2- <br />RVPUB\KAS\697369.1 <br />