Miscellaneous; Effective Date. (a) This resolution shall be and remain irrepealable until the expiration or termination of the Power Sales Contract in accordance with its terms.
(b) All previous acts and resolutions in conflict with this resolution or any part hereof are hereby repealed to the extent of such conflict.
(c) In case any provision in this resolution shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
(d) This resolution shall take effect immediately upon its adoption and approval. ADOPTED AND APPROVED this day of , . [Participant] By Attest: [Secretary/Clerk/Recorder] [SEAL] State of ) COUNTY OF «COUNTY» ) The undersigned hereby certify that they are the [Executive Officer] and [Clerk/Recorder/Secretary] of (the “Participant”), a member of Utah Associated Municipal Power Systems (“UAMPS”), and that as such they are authorized to execute this Certificate on behalf of the Participant and hereby certify as follows:
1. This certificate has been executed in connection with the issuance by UAMPS of its Power County Power Project Revenue Bonds, Series (the “Bonds”), as more fully described in the Official Statement of UAMPS dated (the “Official Statement”) prepared in connection with the offering and sale of the Bonds.
2. Pursuant to Section 31(f) of the Power County Power Project Power Sales Contract, dated as of December 1, 2024, between the Participant and UAMPS, in connection with the execution and delivery of the Power County Power Project, the undersigned executed and delivered a certificate dated (the “Original Certificate”). The undersigned hereby reaffirm the statements made in the Original Certificate on and as of the date hereof. Capitalized terms used and not otherwise defined herein have the meanings assigned to them in the Original Certificate.
3. The undersigned have reviewed the statements and information relating to the Participant and its electric system contained in APPENDIX to the Preliminary Official Statement and the Official Statement under the caption, “THE PARTICIPANTS”, and such statements and information, as of the respective dates of the Preliminary Official Statement and the Official Statement and as of the date hereof, (a) were and are true and correct in all material respects and fairly and accurately present the financial and operating position of the System for the periods and as of the dates presented and (b) did not and do not omit ...
