O-2021-3838 auth. issuance, $13.5 million, Certificates of Obligation, new city hall

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(k) Rating changes' (1) bankruptcy, insolvency, receivership, or similar event of the City; (m) consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of the assets of the City, other than in the ordinary course of business, the entry into a definitive agreement to undertake such action, or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (n) the appointment of a successor or additional trustee or change of name of the trustee, if material; (o) incurrence of a "Financial Obligation" of the City (as defined by the Rule, which includes certain debt, debt -like, and debt -related obligations), if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of any such Financial Obligation of the City, any of which affect security holders, if material; and (p) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of any such Financial Obligation of the City, any of which reflect financial difficulties. For these purposes, any event described in the immediately preceding paragraph (1) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. The City shall notify the MSRB, in a timely manner, of any failure by the City to provide financial information or operating data in accordance with Section 8.1 of this Ordinance by the time required by such Section. Section 8.4: Identifying Information. All documents shall be provided to the MSRB in an electronic format and accompanied by identifying information, as prescribed by the MSRB. Section 8.5: Limitations, Disclaimers and AmendmentsThe City shall be obligated to observe and perform the covenants specified in this Article for so long as, but only for so long m, the City remains an "obligated person" with respect to the Certificates within the meaning of the Rule, except that the City in any event will give the notice required by Section 8.2 of any Certificate calls and defeasance that cause the City to be no longer such an `obligated person." The provisions of this Article are for the sole benefit of the holders and beneficial owners of the Certificates, and nothing in this Article, express or implied, shall give any benefit or any 18