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22. Continuing Disclosure. The City is the sole obligated person with respect to the <br />Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), <br />promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the <br />Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the <br />"Undertaking ") hereinafter described to: <br />(a) Provide or cause to be provided to each nationally recognized municipal securities <br />information repository ( "NRMSIR ") and to the appropriate state information depository ( "SID"), <br />if any, for the State of Minnesota, in each case as designated by the Commission in accordance <br />with the Rule, certain annual financial information and operating data in accordance with the <br />Undertaking. The City reserves the right to modify from time to time the terms of the <br />Undertaking as provided therein. <br />(b) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the <br />Municipal Securities Rulemaking Board ( "MSRB ") and (ii) the SID, notice of the occurrence of <br />certain material events with respect to the Bonds in accordance with the Undertaking. <br />(c) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the <br />MSRB and (ii) the SID, notice of a failure by the City to provide the annual financial information <br />with respect to the City described in the Undertaking. <br />(d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph <br />and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be <br />enforceable on behalf of such Holders; provided that the right to enforce the provisions of these <br />covenants shall be limited to a right to obtain specific enforcement of the City's obligations under <br />the covenants. <br />The Mayor and Administrator of the City, or any other officer of the City authorized to <br />act in their place (the "Officers) are hereby authorized and directed to execute on behalf of the <br />City the Undertaking in substantially the form presented to the City Council subject to such <br />modifications thereof or additions thereto as are (i) consistent with the requirements under the <br />Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. <br />23. General Obligation Pledge. For the prompt and full payment of the principal and <br />interest on the Bonds, as the same respectively become due, the full faith, credit and taxing <br />powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt <br />Service Account is ever insufficient to pay all principal and interest then due on the Bonds and <br />any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds <br />of the City which are available for such purpose, and such other funds may be reimbursed with <br />or without interest from the Debt Service Account when a sufficient balance is available therein. <br />1237483.1 <br />24. Certificate of Registration. The Administrator is hereby directed to file a certified <br />copy of this resolution with the County Auditor of Anoka County, Minnesota, together with such <br />21 <br />