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such prior expenditures, the City shall have made a declaration of official intent which complies <br />with the provisions of Section 1.150-2 of the Regulations, provided that this certification shall <br />not apply (i) with respect to certain de minimis expenditures, if any, with respect to the Project <br />meeting the requirements of Section 1. 1 50-2(f)(1) of the Regulations, or (ii) with respect to <br />"preliminary expenditures" for the Projects as defined in Section 1.150-2(f)(2) of the <br />Regulations, including engineering or architectural expenses and similar preparatory expenses, <br />which in the aggregate do not exceed 20% of the "issue price" of the Bonds. <br />9.05. Oualified Tax -Exempt Obligations. The City Council hereby designates the Bonds <br />as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code relating to the <br />disallowance of interest expense for financial institutions, and hereby finds that the reasonably <br />anticipated amount of tax-exempt obligations (within the meaning of Section 265(b)(3) of the <br />Code) which will be issued by the City and all subordinate entities during calendar year 2022 does <br />not exceed $10,000,000. <br />9.06. Continuing Disclosure (a) Purpose and Beneficiaries. To provide for the public <br />availability of certain information relating to the Bonds and the security therefor and to permit <br />the Purchaser and other participating underwriters in the primary offering of the Bonds to <br />comply with amendments to Rule 15c2-12 promulgated by the SEC under the Securities <br />Exchange Act of 1934 (17 C.F.R. § 240.15c2-12), relating to continuing disclosure (as in effect <br />and interpreted from time to time, the Rule), which will enhance the marketability of the Bonds, <br />the City hereby makes the following covenants and agreements for the benefit of the Owners (as <br />hereinafter defined) from time to time of the outstanding Bonds. The City is the only obligated <br />person in respect of the Bonds within the meaning of the Rule for purposes of identifying the <br />entities in respect of which continuing disclosure must be made. If the City fails to comply with <br />any provisions of this section, any person aggrieved thereby, including the Owners of any <br />outstanding Bonds, may take whatever action at law or in equity may appear necessary or <br />appropriate to enforce performance and observance of any agreement or covenant contained in <br />this section, including an action for a writ of mandamus or specific performance. Direct, <br />indirect, consequential and punitive damages shall not be recoverable for any default hereunder <br />to the extent permitted by law. Notwithstanding anything to the contrary contained herein, in no <br />event shall a default under this section constitute a default under the Bonds or under any other <br />provision of this resolution. As used in this section, Owner or Bondowner means, in respect of <br />the Bonds, the registered owner or owners thereof appearing in the bond register maintained by <br />the Registrar or any Beneficial Owner (as hereinafter defined) thereof, if such Beneficial Owner <br />provides to the Registrar evidence of such beneficial ownership in form and substance <br />reasonably satisfactory to the Registrar. As used herein, Beneficial Owner means, in respect of <br />the Bonds, any person or entity which (a) has the power, directly or indirectly, to vote or consent <br />with respect to, or to dispose of ownership of, such Bonds (including persons or entities holding <br />Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of <br />the Bonds for federal income tax purposes. <br />(b) Information To Be Disclosed. The City will provide, in the manner set forth in <br />subsection (c) hereof, either directly or indirectly through an agent designated by the City, the <br />following information at the following times: <br />4876-8449-2315\4 11 <br />