Antelope Valley Warrant Page 1 of 11
WARRANT
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN
SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED,
HYPOTHECATED, OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A
REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE UNDER THE
ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND FOREIGN LAW OR (II)
THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS
DELIVERY REQUIREMENTS UNDER THE ACT AND THE QUALIFICATION
REQUIREMENTS UNDER APPLICABLE STATE AND FOREIGN LAW AND, IF THE
COMPANY REQUESTS, AN OPINION SATISFACTORY TO THE COMPANY TO SUCH
EFFECT HAS BEEN RENDERED BY COUNSEL, AND, IN ALL CASES, THE SAME IS IN COMPLIANCE WITH SECTION 4 OF THIS WARRANT OR, IN THE CASE OF
SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT, IS IN COMPLIANCE WITH THE ISSUER’S LIMITED LIABILITY COMPANY AGREEMENT.
Warrant Certificate No.: 2
Original Issue Date: May 8, 2024
FOR VALUE RECEIVED, Antelope Valley Soccer LLC, a Delaware limited liability company (the “Company”), hereby certifies that City of Lancaster, a city incorporated under the laws of the State of California, or its registered and permitted assigns (the “Holder”) is entitled to receive from the Company up to six hundred fifty thousand (650,000) of the Company’s Membership Units (as defined below), all subject to the terms and conditions set forth below in this Warrant. The acquisition price per Membership Unit will be equal to zero (the “Exercise Price”). Certain capitalized terms used herein are defined in Section 1 hereof.
The Warrant itself is to be acquired by the Holder by its execution of that certain Operating Agreement by and between the Company and the Holder (the “Operating Agreement”). The parties covenant and agree that the Holder does not and will not pay any cash or other monetary consideration for the Warrant or Warrant Shares. The Holder agrees that the Warrant Shares shall be subject to the restrictions on transfer set forth in this Agreement, the LLC Agreement or any other requirement(s) of United Soccer League or any other equivalent governing body that controls the Company’s professional soccer activities. For the purposes of clarification, even if this Warrant is executed earlier, the Warrants is contingent upon and effective upon the execution of the Operating Agreement.
1.Definitions. As used in this Warrant, the following terms have the respective meanings set forth below:
“Aggregate Exercise Price” means an amount equal to the product of (a) the number of Warrant Shares in respect of which this Warrant is then being exercised pursuant to Section Error! Reference source not found. hereof, multiplied by (b) the Exercise Price in effect as of the relevant Exercise Date in accordance with the terms of this Warrant.
Antelope Valley Warrant Page 2 of 11
“Business Day” means any day, except a Saturday, Sunday, or legal holiday, on which banking institutions in the city of Los Angeles, California are authorized or obligated by law or executive order to close. “Change in Control” means a merger, consolidation, statutory conversion, transfer, domestication, or continuance in which the Company is a constituent party or a subsidiary of the Company is a constituent party and the Company issues shares of its capital stock pursuant to such merger, consolidation, statutory conversion, transfer, domestication, or continuance, except any such merger, consolidation, statutory conversion, transfer, domestication, or continuance involving the Company or a subsidiary in which the shares of capital stock of the Company outstanding immediately prior to such merger, consolidation, statutory conversion, transfer, domestication, or continuance continue to represent, or are converted into or exchanged for shares of capital stock or other equity interests that represent, immediately following such merger, consolidation, statutory conversion, transfer, domestication, or continuance, a majority of the capital stock or other equity interests of (1) the surviving or resulting corporation or entity; or (2) if the surviving or resulting corporation or entity is a wholly owned subsidiary of another corporation or entity immediately following such merger, consolidation, statutory conversion, transfer, domestication, or continuance, the parent corporation or entity of such surviving or resulting corporation or entity; or (i) the sale, lease, transfer, exclusive license or other disposition , in a single transaction or series of related transactions, by the Company or any subsidiary of the Company of all or substantially all the assets of the Company and its subsidiaries taken as a whole, or (ii) the sale, lease, transfer, exclusive license or other disposition (whether by merger, consolidation, statutory conversion, domestication, continuance or otherwise, and whether in a single transaction or a series of related transactions) of one or more subsidiaries of the Company if substantially all of the assets of the Company and its subsidiaries taken as a whole are held by such subsidiary or subsidiaries, except where such sale, lease, transfer, exclusive license or other disposition is to a wholly owned subsidiary of the Company.
“Company” has the meaning set forth in the preamble.
“Exercise Date” means, for any given exercise of this Warrant, the date on which the conditions to such exercise as set forth in Section Error! Reference source not found. shall have been satisfied at or prior to 5:00 p.m. EST, on a Business Day, including, without limitation, the receipt by the Company of the Exercise Agreement, the Warrant, and the Aggregate Exercise Price.
“Exercise Agreement” has the meaning set forth in Section Error! Reference source not found..
“Exercise Period” has the meaning set forth in Section Error! Reference source not found..
“Exercise Price” has the meaning set forth in the preamble.
Antelope Valley Warrant Page 3 of 11
“Holder” has the meaning set forth in the preamble.
Antelope Valley Warrant Page 3 of 11
“LLC Agreement” means that certain Limited Liability Company Agreement of the Company, by and among the Company, the Manager and the Members set forth therein, dated as of May 1, 2024, as may be amended, modified or supplemented from time to time.
“Manager” means the manager of the Company.
“Membership Units” means the Units of the Company (as the term Unit is defined therein as of the Original Issue Date), and any membership interests into which such Units (as a class) shall have been converted, exchanged, or reclassified following the date hereof.
“Original Issue Date” means May 8, 2024.
“Person” means any individual, sole proprietorship, partnership, limited liability company, corporation, joint venture, trust, incorporated organization, or government or department or agency thereof.
“Warrant” means this Warrant and any warrant issued in substitution for this Warrant.
“Warrant Shares” means the Membership Units or other membership interests of the Company then issuable upon exercise of this Warrant in accordance with the terms of this Warrant.
2.Term of Warrant. Subject to the terms and conditions hereof, at any time or from time to time after the later to occur of the following events (the “Exercise Period”): (i) the earlier of: (x) such time as the Company becomes subject to the reporting requirements of the Securities Exchange Act of 1934, as amended, (y) the Company registers the Membership Units and such Membership Units becomes effective under the Act or (z) immediately prior to a change in control of the Company, or (ii) so long as the following conditions are satisfied: (a) neither Company nor the Holder has terminated the Operating Agreement prior to December 31, 2025 or (b) the Operating Agreement has come into effect prior to August 31, 2024, the Holder of this Warrant may exercise this Warrant for all or any part of the Warrant Shares exercisable hereunder.
3.Exercise of Warrant.
(a) Exercise Procedure. This Warrant may be exercised from time to time on any Business Day during the Exercise Period, for all or any part of the unexercised Warrant Shares, upon:
(i) surrender of this Warrant to the Company at its then principal executive offices (or an indemnification undertaking with respect to this Warrant in the case of its loss, theft, or destruction), together with an Exercise Agreement in a form reasonably acceptable to both parties (each, an “Exercise Agreement”), duly completed (including specifying the number of Warrant Shares to be exercised) and executed; and
Antelope Valley Warrant Page 4 of 11
(ii) execution and delivery to the Company of a Joinder in the form attached to the LLC Agreement.
(b) Certificates. As of the Original Issue Date, the Company does not issue certificates representing the Membership Units. If the Company, in its sole discretion, elects to issue certificates representing the Membership Units, it shall deliver such a certificate to Holder with respect to any Membership Units then held by Holder. (c) Fractional Shares. The Company shall not be required to issue a fractional Warrant Share upon exercise of the Warrant.
(d) Delivery of New Warrant. Unless the exercise rights represented by this Warrant shall have expired or shall have been fully exercised, the Company shall, at the time of the Warrant Shares being issued in accordance with Section 3(b) hereof, deliver to the Holder a new Warrant evidencing the rights of the Holder to exercise the unexpired and unexercised Warrant Shares called for by this Warrant. Such new Warrant shall in all other respects be identical to this Warrant.
(e) Valid Issuance of Warrant and Warrant Shares; Payment of Taxes. With respect to the exercise of this warrant, the Company hereby represents, covenants, and agrees:
(i) This Warrant is, and any Warrant issued in substitution for or replacement of this Warrant shall be, upon issuance, duly authorized and validly issued.
(ii) All Warrant Shares issuable upon the exercise of this Warrant pursuant to the terms hereof shall be, upon issuance, and the Company shall take all such actions as may be necessary or appropriate in order that such Warrant Shares are (to the extent the following concepts apply to interests in a Delaware limited liability company), validly issued, without violation of any preemptive or similar rights of any member of the Company and free and clear of all taxes, liens, and charges (other than those that arise as a result of Holder or its acts or omissions).
(iii) Subject to the compliance by Holder with the covenants and the accuracy of the representations of the Holder in each case as set forth in Section 7, the Company shall use commercially reasonable efforts to ensure that all such Warrant Shares are issued without violation by the Company of any applicable law or governmental regulation.
(iv) The Company shall pay all expenses in connection with, and all taxes and other governmental charges that may be imposed with respect to, the issuance or delivery of Warrant Shares upon exercise of this Warrant; provided, that the Company shall not be required to pay any tax or governmental charge that may be imposed with respect to the income or profits of Holder and/or any applicable withholding or the issuance or delivery of the Warrant Shares to any Person other than the Holder, and no such issuance or delivery shall be made Antelope Valley Warrant Page 5 of 11
unless and until the Person requesting such issuance has paid to the Company the amount of any such tax, or has established to the satisfaction of the Company that such tax has been paid.
(f) Conditional Exercise. Notwithstanding any other provision hereof, if any portion of this Warrant is to be exercised in connection with a public offering or a sale of the Company (pursuant to a merger, sale of membership interests, or otherwise), such exercise may at the election of the Holder be conditioned upon the consummation of such transaction, in which case such exercise shall not be deemed to be effective until immediately prior to the consummation of such transaction. (g) Notices. In the event:
(i) That the Company shall take a record of the holders of its Membership Units for the purpose of entitling or enabling them to receive any distribution; or
(ii) of any capital reorganization of the Company, any reclassification of the Membership Units of the Company, any consolidation or merger of the Company with or into another Person, or sale of all or substantially all of the Company's assets to another Person, including but not limited to a Change in Control; or
(iii) of the voluntary or involuntary dissolution, liquidation, or winding- up of the Company;
then, and in each such case, the Company shall send or cause to be sent to the Holder at least five (5) business days prior to the applicable record date or the applicable expected effective date, as the case may be, for the event, a written notice specifying, as the case may be, (A) the record date for such distribution and a description of such distribution, or (B) the effective date on which such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation, or winding-up is proposed to take place, and the date, if any is to be fixed, as of which the books of the Company shall close or a record shall be taken with respect to which the holders of record of Membership Units shall be entitled to exchange their Membership Units for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation, or winding-up, and the amount per unit and character of such exchange applicable to the Warrant and the Warrant Shares.
4.Transfer of Warrant. This Warrant and all rights hereunder are not transferable (including, without limitation, any pledge, lien or hypothecation), in whole or in part, by the Holder except to a Permitted Transferee (as defined in the LLC Agreement). Any such transfer to a Permitted Transferee shall be effected without charge to the Holder, upon surrender of this Warrant to the Company at its then principal executive offices with a properly completed and duly executed Assignment in a form reasonably acceptable to the Company and compliance with the applicable provisions of the LLC Agreement, together with funds sufficient to pay any Antelope Valley Warrant Page 6 of 11
transfer taxes described in Section Error! Reference source not found. in connection with the making of such transfer. Upon
Antelope Valley Warrant Page 6 of 11
such compliance, surrender, and delivery and, if required, such payment, the Company shall execute and deliver a new Warrant or Warrants in the name of the assignee or assignees and in the denominations specified in such instrument of assignment, and shall issue to the assignor a new Warrant evidencing the portion of this Warrant, if any, not so assigned and this Warrant shall promptly be cancelled. Any transfer in violation of this Section 4 shall be void ab initio.
5.Holder Not Deemed a Member; Limitations on Liability. Prior to the issuance to the Holder of the Warrant Shares to which the Holder is then entitled to receive upon the due exercise of this Warrant, the Holder shall not be entitled to vote or receive distributions or be deemed the holder of membership interests of the Company for any purpose, nor shall anything contained in this Warrant be construed to confer upon the Holder, as such, any of the rights of a member of the Company or any right to vote, give, or withhold consent to any company action (whether any reorganization, issue of membership interests, reclassification of membership interests, consolidation, merger, conveyance, or otherwise), receive notice of meetings, receive distributions or subscription rights, or otherwise. In addition, nothing contained in this Warrant shall be construed as imposing any liabilities on the Holder to acquire any securities (upon exercise of this Warrant or otherwise) or as a member of the Company, whether such liabilities are asserted by the Company or by creditors of the Company (provided that Holder will be subject to the LLC Agreement following its exercise of the LLC Agreement). (a)Replacement on Loss. Upon receipt of evidence reasonably satisfactory to the Company of the loss, theft, destruction, or mutilation of this Warrant and upon delivery of an indemnity reasonably satisfactory to it (it being understood that a written indemnification agreement or affidavit of loss of the Holder shall be a sufficient indemnity) and, in case of mutilation, upon surrender of such Warrant for cancellation to the Company, the Company at its own expense shall execute and deliver to the Holder, in lieu hereof, a new Warrant of like tenor and exercisable for an equivalent number of Warrant Shares as the Warrant so lost, stolen, mutilated, or destroyed; provided, that, in the case of mutilation, no indemnity shall be required if this Warrant in identifiable form is surrendered to the Company for cancellation.
6.No Impairment. The Company shall not take any action, by amendment of its Certificate of Formation or limited liability company agreement, or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, in each case, the principal purpose of which is to impair the express rights of Holder hereunder.
7.Compliance with the Securities Act.
(a) Agreement to Comply with the Securities Act; Legend. The Holder, by acceptance of this Warrant, agrees to comply in all respects with the provisions of this Section 7 and the restrictive legend requirements set forth on the face of this Warrant and further agrees that such Holder shall not offer, sell, or otherwise dispose of this Warrant or any Warrant Shares to be issued upon exercise hereof except under circumstances that will not result in a violation of the Securities Act of 1933, as amended (the “Securities Act”) (and in compliance with Section 4). This Warrant shall be stamped or imprinted with a legend in substantially the following form:
Antelope Valley Warrant Page 7 of 11
“THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE
OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED
UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT
BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED, OR
OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A
REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE
UNDER THE ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND
FOREIGN LAW OR (II) THE TRANSACTION IS EXEMPT FROM THE
REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS
UNDER THE ACT AND THE QUALIFICATION REQUIREMENTS UNDER
APPLICABLE STATE AND FOREIGN LAW AND, IF THE COMPANY
REQUESTS, AN OPINION SATISFACTORY TO THE COMPANY TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL. IN ADDITION THIS
WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS
WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFER AND MAY
NOT BE TRANSFERRED, PLEDGED, ENCUMBERED OR
HYPOTHECATED EXCEPT IN ACCORDANCE WITH THE PROVISIONS
SET FORTH HEREIN.”
All Warrant Shares issued upon exercise of this Warrant (unless registered under the Securities Act), if certificated, will bear the legend set forth in the LLC Agreement.
(b) Representations of the Holder. In connection with the issuance of this Warrant, the Holder specifically represents, as of the date hereof, to the Company by acceptance of this Warrant as follows:
The Holder understands and acknowledges that this Warrant and the Warrant Shares to be issued upon exercise hereof are “restricted securities” under the federal securities laws inasmuch as they are being acquired from the Company in a transaction not involving a public offering and that, under such laws and applicable regulations, such securities may be resold without registration under the Securities Act only in certain limited circumstances. The Holder represents that it is familiar with Rule 144 under the Securities Act, as presently in effect, and understands the resale limitations imposed thereby and by the Securities Act.
The Holder also represents that it has received a copy of the Company’s limited liability company agreement and is familiar with the restrictions on transfer of Membership Units contained therein.
8.Warrant Register. The Company shall keep and properly maintain at its principal executive offices books for the registration of the Warrant and any transfers thereof.
The Company may deem and treat the Person in whose name the Warrant is registered on such register as the Holder thereof for all purposes, and the Company shall not be affected by any notice to the contrary, except any assignment or other transfer of the Warrant effected in accordance with the provisions of this Warrant.
Antelope Valley Warrant Page 8 of 11
9.Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder shall be in writing and shall be deemed to have been given: (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by e- mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next Business Day if sent after normal business hours of the recipient; or (d) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the addresses indicated below (or at such other address for a party as shall be specified in a notice given in accordance with this Section 9).
If to the Company: Antelope Valley Soccer LLC
c/o Elevate AV, LLC, its Manager
638 Hanley Avenue
Los Angeles, CA 90049
Email: [email protected]
Attention: J. David Harden, Manager
If to the Holder: City of Lancaster
44933 N. Fern Ave, Lancaster, CA 93534
E-mail: [email protected]
Attention: City Manager
With a copy to: Stradling Yocca Carlson & Rauth, P.C.
660 Newport Center Drive, Suite 1600
Newport Beach, California 92660
Attention: Allison E. Burns, Esq.
10.Cumulative Remedies. Except to the extent expressly provided in Section Error! Reference source not found. to the contrary, the rights and remedies provided in this Warrant are cumulative and are not exclusive of, and are in addition to and not in substitution for, any other rights or remedies available at law, in equity or otherwise.
11.Equitable Relief. Each of the Company and the Holder acknowledges that a breach or threatened breach by such party of any of its obligations under this Warrant would give rise to irreparable harm to the other party hereto for which monetary damages would not be an adequate remedy and hereby agrees that in the event of a breach or a threatened breach by such party of any such obligations, the other party hereto shall, in addition to any and all other rights and remedies that may be available to it in respect of such breach, be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from a court of competent jurisdiction.
12.Entire Agreement. This Warrant, together with the Operating Agreement and LLC Agreement, constitutes the sole and entire agreement of the parties to this Warrant with Antelope Valley Warrant Page 9 of 11
respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.
13.Successor and Assigns. This Warrant and the rights evidenced hereby shall be binding upon and shall inure to the benefit of the parties hereto and the successors of the Company and the successors and permitted assigns of the Holder. Such successors and/or permitted assigns of the Holder shall be deemed to be a Holder for all purposes hereunder.
14.No Third-Party Beneficiaries. This Warrant is for the sole benefit of the Company and the Holder and their respective successors and, in the case of the Holder, permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other Person any legal or equitable right, benefit, or remedy of any nature whatsoever, under or by reason of this Warrant.
15.Headings. The headings in this Warrant are for reference only and shall not affect the interpretation of this Warrant.
16.Amendment and Modification; Waiver. Except as otherwise provided herein, this Warrant may only be amended, modified, or supplemented by an agreement in writing signed by each party hereto. No waiver by the Company or the Holder of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving.
No waiver by any party shall operate or be construed as a waiver in respect of any failure, breach, or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Warrant shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
17.Severability. If any term or provision of this Warrant is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Warrant or invalidate or render unenforceable such term or provision in any other jurisdiction.
18.Governing Law. This Warrant shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the State of Delaware.
19.Arbitration.
(a) Any controversy or claim arising out of or relating to this Warrant, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The award rendered by the arbitrators shall be final and binding on the Parties and may be entered and enforced in any court having jurisdiction thereof. The arbitrators have the right to award or include in their award any relief which they deem proper, including, without Antelope Valley Warrant Page 10 of 11
limitation, money damages, specific performance, injunctive relief, and attorney fees and costs. (b) Despite the Parties’ agreement to arbitrate, each Party has the right, in a proper case, to seek specific performance, temporary restraining orders and temporary or preliminary injunctive relief from a court of competent jurisdiction; provided, however, that seeking such relief in a court of competent jurisdiction shall not relieve the Parties from submitting the remaining portions of the dispute to arbitration on the merits, as provided in this Section.
(c) There shall be three arbitrators, regardless of the amount in controversy, unless otherwise agreed by the Parties.
(d) All proceedings will be conducted in Los Angeles, California, unless otherwise agreed upon by the Parties.
(e) Except as may be required by law, neither a Party nor the arbitrators may disclose the existence, content or results of any arbitration without the prior written consent of both Parties, unless to protect or pursue a legal right.
20.Waiver of Jury Trial. Each party acknowledges and agrees that any controversy which may arise under this Warrant is likely to involve complicated and difficult issues and, therefore, each such party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Warrant or the transactions contemplated hereby.
21.Counterparts. This Warrant may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Warrant delivered by facsimile, e-mail, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Warrant.
22.No Strict Construction. This Warrant shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted.
[SIGNATURE PAGE FOLLOWS]
Antelope Valley Warrant Page 11 of 11
IN WITNESS WHEREOF, the Company has duly executed this Warrant on the Original Issue Date.
Antelope Valley Soccer, LLC
By: Elevate AV, LLC, its Manager
By: ________________________
Name: J. David Harden
Its: Manager
Accepted and agreed,
City of Lancaster
By: ________________________
Name: Trolis Niebla
Its: City Manager
ATTEST:
____________________________
City Clerk
APPROVED AS TO FORM:
_____________________________
City Attorney