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<br />(b) Material Event Notices. The City shall notify any SID and either each NRMSIR or the MSRB, in a
<br />timely manner, of any of the following events with respect to the Certificates, if such event is material within the
<br />meaning of the federal securities laws: (i) principal and interest payment delinquencies; (ii) non-payment related
<br />defaults; (iii) unscheduled draws on debt service reserves reflecting financial difficulties; (iv) unscheduled draws on
<br />credit enhancements reflecting financial difficulties; (v) substitution of credit or liquidity providers, or their failure
<br />to perform; (vi) adverse tax opinions or events affecting the tax-exempt status of the Certificates; (vii) modifications
<br />to rights of holders of the Certificates; (viii) calls; (ix) defeasances; (x) release, substitution, or sale of property
<br />securing repayment of the Certificates; and (xi) rating changes.
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<br />The City shall notify any SID and either each NRMSIR or the MSRB, in a timely manner, of any failure by
<br />the City to provide financial information or operating data in accordance with this Section by the time required by
<br />this Section.
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<br />(c) Limitations. Disclaimers. and Amendments. The City shall be obligated to observe and perform the
<br />covenants specified in this Section for so long as, but only for so long as, the City remains an "obligated person"
<br />with respect to the Certificates within the meaning of SEC Rule 15c2-12 (the "Rule"), except that the City in any
<br />event will give notice of any deposit made in accordance with Section 17 above that causes the Certificates no
<br />longer to be outstanding and any call of Certificates made in connection therewith.
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<br />The provisions of this Section are for the sole benefit of the Owners and beneficial owners of the
<br />Certificates, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right,
<br />remedy, or claim hereunder to any other person. The City undertakes to provide only the fmancial information,
<br />operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section
<br />and does not hereby undertake to provide any other information that may be relevant or material to a complete
<br />presentation of the City's financial results, condition, or prospects or hereby undertake to update any information
<br />provided in accordance with this Section or otherwise, except as expressly provided herein. The City does not make
<br />any representation or warranty concerning such information or its usefulness to a decision to invest in or sell
<br />Certificates at any future date.
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<br />UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE OWNER OR BENEFICIAL
<br />OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES
<br />RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR
<br />WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY
<br />RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF
<br />ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
<br />PERFORMANCE.
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<br />No default by the City in observing or performing its obligations under this Section shall comprise a breach
<br />of or default under this Ordinance for purposes of any other provisions of this Ordinance.
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<br />Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City
<br />under federal and state securities laws.
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<br />The provisions of this Section may be amended, supplemented, or repealed by the City from time to time
<br />under the following circumstances, but not otherwise: (I) to adapt to changed circumstances that arise from a change
<br />in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, if
<br />the provisions of this Section, as so supplemented or amended, would have permitted an underwriter to purchase or
<br />sell Certificates in the present offering in compliance with the Rule and either the Owners of a majority in aggregate
<br />principal amount of the outstanding Certificates consent to such amendment, supplement, or repeal, or any State
<br />agency or official determines that such amendment, supplement, or repeal will not materially impair the interests of
<br />the beneficial owners of the Certificates, (2) upon repeal of the applicable provisions of the Rule, or any judgment
<br />by a court of fmal jurisdiction that such provisions are invalid, or (3) in any other circumstance or manner permitted
<br />by the Rule.
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