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SECTION 6. The provisions of this Ordinance and the Financing Agreements shall
<br /> constitute a contract binding between the City and the holder or holders of the Bonds and after
<br /> the issuance of said Bonds, this Ordinance shall not be repealed or amended in any respect which
<br /> would adversely affect the right of such holder or holders so long as said Bonds or the interest
<br /> thereon remains unpaid.
<br /> SECTION 7. Subject to the provisions of Sections 5 and 13 of this Ordinance, if
<br /> necessary or desirable, a Preliminary Official Statement of the City relating to the Bonds (the
<br /> "Preliminary Official Statement"), in a form acceptable to the Mayor, is hereby (a) authorized
<br /> and approved, together with such changes in form and substance as may be deemed necessary or
<br /> appropriate by the Mayor pursuant to Sections 5 and 13 of this Ordinance, (b) authorized and
<br /> approved, as the same may be appropriately confirmed, modified and amended pursuant hereto,
<br /> for distribution as the Preliminary Official Statement of the City, (c) authorized to be deemed
<br /> and determined by the Mayor on behalf of the City, as of its date, to constitute the"final" official
<br /> statement of the City with respect to the Bonds to be offered thereby, subject to completion as
<br /> permitted by and otherwise pursuant to the provisions of Rule 15c2-12 of the Securities and
<br /> Exchange Commission (the "SEC Rule"), and (d) authorized and approved, consistent with the
<br /> provisions of any Purchase Agreement and the SEC Rule, to be placed into final form and
<br /> distributed and delivered to purchasers and potential purchasers of the Bonds offered thereby as
<br /> the final official statement of the City, as of the date thereof, with respect to the Bonds (the
<br /> "Official Statement"). Any form of Continuing Disclosure Agreement included or referenced in
<br /> the Preliminary Official Statement and Official Statement shall require the Borrower to
<br /> undertake all continuing disclosure obligations required under the SEC Rule, and expressly state
<br /> that the City will have no liability to the holders of the Bonds or any other person with respect to
<br /> such continuing disclosure requirements.
<br /> SECTION 8. Subject to the obligations of the Borrower set forth in the respective
<br /> Financing Documents and/or the certificates or agreements of such Borrower to be executed
<br /> upon the issuance of the Bonds, if any of the Bonds are issued on a tax-exempt basis for
<br /> purposes of federal income taxation, the City will use its best efforts to restrict the use of the
<br /> proceeds of the Bonds in such a manner and to expectations at the time the Bonds are delivered
<br /> to the purchasers thereof, so that they will not constitute "arbitrage bonds" under Section 148 of
<br /> the Code and the regulations promulgated thereunder, or to preserve any other desired tax status
<br /> under the Code. The Mayor, the Controller and the Clerk, or any other officer having
<br /> responsibility with respect to the issuance of the Bonds, are authorized and directed, alone or in
<br /> conjunction with any of the foregoing, or with any other officer, employee, consultant or agent of
<br /> the City, to deliver a certificate for inclusion in the transcript of proceedings for the Bonds,
<br /> setting forth the facts, estimates and circumstances and reasonable expectations pertaining to the
<br /> use of the Bond proceeds as of the date of issuance thereof.
<br /> SECTION 9. No recourse under or upon any obligation, covenant, acceptance or
<br /> agreement contained in this Ordinance, the Financing Agreements or under any judgment
<br /> obtained against the City, including without limitation its Commission, or by the enforcement of
<br /> any assessment or by any legal or equitable proceeding by virtue of any constitution or statute or
<br /> otherwise, or under any circumstances, under or independent of the Agreements, shall be had
<br /> against any member, director, or officer or attorney, as such, past, present, or future, of the City,
<br /> US.126992461.02
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