Agenda - Council - 08/13/2013 - Laserfiche WebLink

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(d) If the Borrower or the School has determined such event is required to be reported, the Bon-ower or the School shall promptly notify the Trustee and the Significant Bondholders in writing. Such notice shall instruct the Trustee to report the occurrence pursuant to subsection (f). (e) If in response to a request under subsection (b), the Borrower or the School determines that the event is not required to be reported, the Borrower or the School shall so notify the Trustee and the Significant Bondholders in writing and instruct the Trustee not to report the occurrence pursuant to subsection (f). (f) If the Trustee has been instructed by the Borrower or the School to report the occurrence of a Listed Event, the Trustee shall file a notice of such occurrence with each Repository with a copy to the Significant Bondholders, the Borrower and the School, and a copy to the Rating Agency of any Listed Events described in subsections (a)(1) and (2). Notwithstanding the foregoing: Section 6. Filin2 Methods. Any filing under the Disclosure Agreement shall be made by transmitting such filing to the MSRB, through EMMA, as provided at http://www.emma.msrb.ora or any similar system that is acceptable to the United States Securities and Exchange Commission. Section 7. Termination of Reporting Obligations. The obligations of the Borrower, the School and the Trustee under this Disclosure Agreement shall terminate upon the defeasance, prior redemption or payment in full of all the Securities. If the Borrower's obligations under the Loan Agreement are assumed in full by some other entity, other than the School, or if the obligations of the School under the Assumption Agreement are assumed in full by some other entity, such person shall be responsible for compliance with this Disclosure Agreement in the same manner as if it were the Borrower, and the original Borrower shall have no further responsibility hereunder. Section 8. Agent. The Borrower and the School may, from time to time, appoint or engage a dissemination agent to assist them in carrying out their obligations under this Disclosure Agreement, and may discharge any such dissemination agent, with or without appointing a successor dissemination agent. The dissemination agent may resign at any time by providing thirty (30) days' notice to the Borrower and the School. Section 9. Amendment: Waiver. Notwithstanding any other provision of this Disclosure Agreement, the Borrower, the School and the Trustee may amend this Disclosure Agreement, and any provision of this Disclosure Agreement may be waived, if such amendment or waiver is supported by an opinion of counsel expert in federal securities laws, to the effect that (i) such amendment or waiver is made in connection with a change in circumstances that arises from a change in legal requirements, change in law or change in the identity, nature or status of the Borrower or type of business conducted; (ii) the Disclosure Agreement, as amended or affected by such waiver would have complied with the requirements of the Rule at the time of the primary offering of the Series 2013 Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (iii) such amendment or waiver does not materially impair the interests of the owners of the Series 2013 Bonds, as -6-