2000.11.06 RESO 2000-0044 - Laserfiche WebLink

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Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 20 upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax-exempt status of the Bonds. 23. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"), promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking") hereinafter described to: (a) Provide or cause to be provided to each nationally recognized municipal securities information repository ("NRMSIR") and to the appropriate state information depository ("SID"), if any, for the State of Minnesota, in each case as designated by the Commission in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terns of the Undertaking as provided therein. (b) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking. (c) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual financial information with respect to the City described in the -Undertaking. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph 20 and in the Undertaking is intended to be for the benefit of the Holders ofthe Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Clerk -Treasurer of the City, *or any other officer of the City authorized to act in their place with "'Officers" are hereby authorized .and directed to execute on behalf of the City the Undertaking in substantially the.form presented to the City Council subject -to such - modifications thereof or additions thereto as are (i) consistent with the requirements under the. Rule, (ii) required by the Purchaser of the Bonds, and (iii). acceptable to the Officers-, 24. Certificate of Re¢istration. The County Auditor is hereby directed to file a certified copy -of this resolution with the County Auditor of Washington County; together with such other information as he, -or she: shall requim,-and- to obtain the County Auditor's certificate . that the Bonds have been entered in the County Auditor's Bond Register. 1222136.1 21