Minutes-9/8/1999

We, the undersigned Mayor and City Clerk, of the City of Tiffin, Iowa (the "City"), do hereby certify that we are now and were at the time of the execution of the City's $488,685 General Obligation Sewer Improvement Bond, Series 1999A (the "Series 1999A Bond"), and the City's $590,000 General Obligation Sewer Improvement Bond, Series 1999B (the "Series 1999B Bond") (together, the "Bonds"), dated as of the date hereof, the officers respectively above indicated; and that in pursuance of Chapter 384 of the Code of Iowa, a resolution adopted by the City Council on September 9, 1999 (the "Resolution"), and certain Loan and Disbursement Agreements (the "Agreements"), by and between the City and the Iowa Finance Authority, as lender (the "Lender"), the Iowa Department of Natural Resources and Norwest Bank Iowa, National Association, as trustee, the Bonds have been heretofore lawfully authorized and this day by us lawfully issued and delivered to the Lender and pursuant to the Agreements, the Lender shall loan to the City the aggregate maximum sum of $1,078,685. The Bonds have been executed by the aforesaid officers, with the official seal of the City impressed thereon; and the Bonds have been fully registered as to principal and interest in the name of the Lender on the registration books of the City. We further certify that the Bonds are being issued to evidence the City's obligation under the Agreements entered into by the City for the purpose of providing funds to pay a portion of the cost of the construction of works and facilities useful for the collection, treatment and disposal of sewage and industrial wastes in a sanitary manner (the "Project"). We further certify that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City, or the titles of the aforesaid officers to their respective positions, or the validity of the Bonds, or the power and duty of the City to provide and apply adequate taxes for the full and prompt payment of the principal of and interest on the Bonds, and that none of the proceedings incident to the authorization and issuance of the Bonds have been repealed or rescinded. We further certify that no appeal of the decision of the City Council to enter into the Agreements and to issue the Bonds has been taken to the district court. We further certify that all meetings held in connection with the Bonds were open to the public at a place reasonably accessible to the public and that notice was given at least 24 hours prior to the commencement of all meetings by advising the news media who requested notice of the time, date, place and the tentative agenda and by posting such notice and agenda at the City Hall or