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2Q1103789 <br />(11) rating changes (the 2011 Bonds are not rated and no rating for the <br />2011 Bonds is expected to be requested); <br />(12) bankruptcy, insolvency, receivership or similar events of the City <br />(this event is considered to occur when any of the following occur: the <br />appointment of a receiver, fiscal agent or similar officer for the City in a <br />proceeding under the U.S. Bankruptcy Code or in any other proceeding under <br />state or federal law in which a court or governmental authority has assumed <br />jurisdiction over substantially all of the assets or business of the City, or if such <br />jurisdiction has been assumed by leaving the existing governing body and <br />officiaLs or officers in possession but subject to the supervision and orders of a <br />court or governmental authority, or the entry of an order confirming a plan of <br />reorganization, arrangement or liquidation by a court or governmental authority <br />having supervision or jurisdiction over substantially all of the assets or business of <br />the City); <br />(13) the consummation of a merger, consolidation, or acquisition <br />involving the City or the sale of all or substantially all of the assets of the City, <br />other than in the ordinary course of business, the entry into a definitive agreement <br />to undertake such an action or the termination of a definitive agreement relating to <br />any such actions, other than pursuant to its terms, if material; <br />(14) appointment of a successor or additional trustee or the change of <br />name of a trustee, if material. <br />The City ha.s not undertaken to provide notice of the occurrence of any other event, <br />except the events listed above. <br />(d) in a timely manner, notice of any failure on the part of the City to provide <br />Annual Financial Information not later than the Delivery Date. <br />The City agrees that all documents provided to the MSRB under the terms of this continuing <br />disclosure undertaking shall be in such electronic format and accompanied by such identifying <br />information as sha.11 be prescribed by the MSRB. The City reserves the right to modify from <br />time to time the specific types of information provided or the format of the presentation of such <br />information or the accounting methods in accordance with which such information is presented, <br />to the extent necessary or appropriate in the judgment of the City, consistent with the Rule. The <br />City agrees that such covenants are for the benefit of the registered owners of the 2011 Bonds <br />(including Beneficial Owners) and that such covenants may be enforced by any registered owner <br />or Beneficial Owner, provided that any such right to enforcement shall be limited to specific <br />enforcement of such undertaking and any failure shall not constitute an event of default under the <br />Resolution. The continuing disclosure obligations of the City, as described above, shall cease <br />when none of the 2011 Bonds remain outstanding. <br />5 <br />