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Original Purchaser, in substantially the form as is now on file with the Clerk of Council, providing <br />for the sale of the Bonds to, and the purchase of the Bonds by, the Original Purchaser. The <br />Purchase Agreement is approved, together with any changes or amendments that are not <br />inconsistent with this ordinance or the Certificate of Award and not substantially adverse to the City <br />and that are approved by the Mayor and the Director of Finance on behalf of the City, all of which <br />shall be conclusively evidenced by the signing of the Purchase Agreement or amendments thereto. <br />(b) Primary Offering Disclosure -- Official Statement. The Mayor and the <br />Director of Finance are authorized and directed, on behalf of the City and in their official capacities, <br />to (i) prepare or cause to be prepared, and make or authorize modifications, completions or changes <br />of or supplements to, a disclosure document in the form of an official statement relating to the <br />original issuance of the Bonds, (u) determine, and to certify or otherwise represent, when the <br />official statement is to be "deemed final" (except for permitted omissions) by the City as of its date <br />or is a final official statement for purposes of paragraph (b) of the Rule, (iii) use and distribute, or <br />authorize the use and distribution of? those official statements and any supplements thereto in <br />connection with the original issuance of the Bonds, and (iv) complete and sign the final official <br />statement and any supplements thereto, together with such certificates, statements or other <br />documents in connection with the finality, accuracy and completeness of those official statements as <br />they may deem necessary or appropriate. <br />(c) Apreement to Provide Continuing Disclosure. Far the benefit of the holders <br />and beneficial owners from time to time of the Bonds, the City agrees, as the only obligated <br />person with respect to the Bonds under the Rule, to provide of cause to be provided such <br />fmancial information and operating data, financial statements and notices, in such manner, as <br />may be required for purposes ofparagraph (b)(5)(i) ofthe Rule. In order to describe and specify <br />certain terms of the City's continuing disclosure agreement for that purpose, and thereby to <br />implement that agreement, including provisions for enforcement, amendment and termination, <br />the Mayor and the Director of Finance, are authorized and directed to sign and deliver, in the <br />name and on behalf of the City, the Continuing Disclosure Certificate, in substantially the form <br />as is now on file with the Clerk of Council, with any changes or amendments that are not <br />inconsistent with this ordinance and not substantially adverse to the City and that are approved <br />by the Mayor and the Director of Finance on behalf of the City, all of which shall be <br />conclusively evidenced by the signing of that Certificate or amendments to it. The agreement <br />formed, collectively, by the Bonds, this paragraph and that Certificate, shall be the City's <br />continuing disclosure agreement for purposes of the Rule, and its performance shall be subject to <br />the availability of funds and their annual appropriation to meet costs the City would be required <br />to incur to perform it. <br />(d) Application for Rating of Bond Insurance. If, in the judgment of the Mayor or <br />the Director of Finance, the filing of an application for (i) a rating on the Bonds by one ar more <br />nationally-recognized rating agencies, or (u) a policy of insurance from a company or companies to <br />better assure the payment of principal of and interest on the Bonds, is in the best interest of and <br />financially advantageous to this City, the Mayor or the Director of Finance may prepare and submit <br />those applications, provide to each such agency or company such information as may be required <br />for the purpose, and provide further for the payment of the cost of obtaining each sucli rating or <br />policy, except to the extent paid by the Original Purchaser in accordance with the Purchase <br />- 12-