Common use of Reporting of Significant Events Clause in Contracts

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, in a timely manner not more than ten (10) Business Days after the event: (1) principal and interest payment delinquencies; (2) defeasances; (3) tender offers; (4) rating changes; (5) adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- status of the Bonds; (6) unscheduled draws on the debt service reserves reflecting financial difficulties; (7) unscheduled draws on credit enhancements reflecting financial difficulties; (8) substitution of credit or liquidity providers or their failure to perform; or (9) bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons or their termination; (2) appointment of a successor or additional trustee or the change of the name of a trustee; (3) Non-payment related defaults; (4) modifications to the rights of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment of the Bonds. (c) Whenever the City obtains knowledge of the occurrence of a Listed Event, described in subsection (b) of this Section 5, the City shall as soon as possible determine if such event would be material under applicable federal securities law. (d) If the City determines that knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities law, the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository in a timely manner not more than ten (10) Business Days after the event. (e) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events Listed Events with respect to the Bonds, which notice shall be given in a timely manner manner, not more than in excess of ten (10) Business Days business days after the event: (1) principal occurrence of such Listed Event: Principal and interest payment delinquencies; (2) defeasances; (3) tender offers; (4) rating changes; (5) adverse ; Non-payment related defaults, if material; Unscheduled draws on debt service reserves reflecting financial difficulties; Unscheduled draws on credit enhancements reflecting financial difficulties; Substitution of credit or liquidity providers, or their failure to perform; Adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- tax status of the Bonds; (6) unscheduled draws on , or other material events affecting the debt service reserves reflecting financial difficulties; (7) unscheduled draws on credit enhancements reflecting financial difficulties; (8) substitution tax status of credit the Bonds; Modifications to rights of security holders, if material; Bond calls, if material, and tender offers; Defeasances; Release, substitution, or liquidity providers or their failure to performsale of property securing repayment of the Bonds, if material; or (9) bankruptcyRating changes; Bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: the appointment Obligated Person; The consummation of a receivermerger, fiscal agentconsolidation, or similar officer for the City in a proceeding under the United States Bankruptcy Code acquisition involving an Obligated Person or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their termination; (2) appointment the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and Appointment of a successor or additional trustee or the change of the name of a trustee; , if material. The Dissemination Agent shall, within one (1) business day after obtaining knowledge of the occurrence of any of the events listed in Section 5(a) (1), (3) Non-payment related defaults; ), (4) modifications to the rights of Holders; ), (5) a notices of prepayment; or ), (6), (9), (11) releaseor (12), substitution or sale of property securing repayment inform the City of the Bonds. occurrence of such event. As soon as reasonably practicable after obtaining knowledge of the occurrence of such event, the City shall, or shall cause the Dissemination Agent to, file in a timely manner, not in excess of ten (c10) business days after the occurrence of any such event, a notice of such occurrence with the MSRB, in an electronic format accompanied by identifying information as prescribed by the MSRB. The Dissemination Agent shall, within one (1) business day after obtaining knowledge of the occurrence of any of any of the events listed in Section 5(a) (2), (7), (8), (10), (13) or (14), inform the City of the occurrence of such event and request that the City promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to subsection (d). Whenever the City obtains knowledge of the occurrence of a Listed Eventany event specified in Section 5(a) (2), described in subsection (b7), (8), (10), (13) of this Section 5or (14), the City shall as soon as possible possible, in order to meet the ten (10) business day deadline to file notices required under the Rule and pursuant to the following sentence, determine if such event would be material under applicable federal Federal securities law. (d) . If the City determines that knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 such event would be material under applicable federal Federal securities law, the City shall, or shall promptly notify cause the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository to, file in a timely manner manner, not more than in excess of ten (10) Business Days business days after the event. (e) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Eventany such event, the Dissemination Agent shall file a notice of such occurrence with the MSRB, in an electronic format accompanied by identifying information as prescribed by the MSRB.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5Section, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, Series 2018 Bonds in a timely manner not more later than ten (10) Business Days business days after the occurrence of the event: (1i) principal Principal and interest payment delinquencies;. (2ii) defeasances;Unscheduled draws on debt service reserves reflecting financial difficulties. (3iii) tender offers;Unscheduled draws on credit enhancements reflecting financial difficulties. (4iv) rating changes;Substitution of credit or liquidity providers, or their failure to perform. (5v) adverse Adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations determination of taxability, Notices taxability or of a Notice of Proposed Issue (IRS Form 5701-5701 TEB) or other material notices or determinations with respect to the tax- status of the Bonds;). (6vi) unscheduled draws on the debt service reserves reflecting financial difficulties;Tender offers. (7vii) unscheduled draws on credit enhancements reflecting financial difficulties;Defeasances. (8) substitution of credit or liquidity providers or their failure to perform; orviii) Rating changes. (9ix) bankruptcyBankruptcy, insolvency, receivership or similar proceedingsevent of the City. For these purposes, any purposes of the event described identified in the immediately preceding paragraph (9) ix), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City an obligated person in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5Section, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Series 2018 Bonds, if material, in a timely manner not later than ten business days after the occurrence of the event: (1i) mergersUnless described in paragraph (v) of subsection (a) of this Section, consolidationsmaterial notices or determinations by the Internal Revenue Service with respect to the tax status of the Series 2018 Bonds or other material events affecting the tax status of the Series 2018 Bonds. (ii) Modifications to rights of holders of the Series 2018 Bonds. (iii) Series 2018 Bond calls. (iv) Release, acquisitionssubstitution, or sale of property securing repayment of the Series 2018 Bonds. (v) Non-payment related defaults. (vi) The consummation of a merger, consolidation, or acquisition involving an City or the sale of all or substantially all of the assets of the obligated persons City other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their termination;the termination of a definitive agreement relating to any such actions, other than pursuant to its terms. (2vii) appointment Appointment of a successor or additional trustee Trustee or the change of the name of a trustee; (3) Non-payment related defaults; (4) modifications to the rights of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment of the BondsTrustee. (c) Whenever the City obtains knowledge of the occurrence of a Listed Event, Event described in subsection (b) of this Section 5Section, the City shall as soon as possible determine if such event would be material under applicable federal Federal securities law. (d) If Whenever the City determines that obtains knowledge of the occurrence of a Listed Event described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal Federal securities law, the City shall, or shall promptly notify cause the Dissemination Agent in writing and instruct the Dissemination Agent to report to, file a notice of the occurrence to of such Listed Event with the Repository in a timely manner not more than MSRB, within ten (10) Business Days after the eventbusiness days of such occurrence. (e) If Notwithstanding the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Eventforegoing, the Dissemination Agent shall file a notice of such occurrence with the MSRB.Listed Events described in paragraph (vii) of subsection (a) of this Section or paragraph (iii) of subsection (b) of this Section need not

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of upon the occurrence of any of the following events with respect to the 2022 Bonds, in a timely manner NCPA shall give, or cause to be given by so notifying the Dissemination Agent and instructing the Dissemination Agent to give, notice of occurrence of such event not more later than ten (10) Business Days business days after the occurrence of the event, in each case, pursuant to paragraphs (b) and (c) of this Section 5, as applicable: (1) principal and interest payment delinquencies; (2) defeasancesnon-payment related defaults, if material; (3) tender offersunscheduled draws on debt service reserves reflecting financial difficulties; (4) rating changesunscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or the issuance by the Internal Revenue Service of a proposed or final determinations determination of taxability, Notices taxability or of a Notice of Proposed Issue (IRS Form 5701-5701 TEB) ), or other material notices or determinations by the Internal Revenue Service with respect to the tax- tax status of the 2022 Bonds or other material events affecting the tax status of the 2022 Bonds; (6) unscheduled draws on the debt service reserves reflecting financial difficulties; (7) unscheduled draws on credit enhancements reflecting financial difficultiesmodifications to rights of the Holders of the 2022 Bonds, if material; (8) substitution of credit optional, unscheduled or liquidity providers or their failure to perform; orcontingent 2022 Bond calls, if material, and tender offers; (9) defeasances; (10) release, substitution or sale of property securing repayment of the 2022 Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar proceedingsevent of NCPA or an obligated person (as defined in the Rule) with respect to the 2022 Bonds of which NCPA has actual knowledge; (13) the consummation of a merger, consolidation, or acquisition involving NCPA or an obligated person (as defined in the Rule) with respect to the 2022 Bonds of which NCPA has actual knowledge or the sale of all or substantially all of the assets of NCPA or any such obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) appointment of a successor or additional trustee or the change of name of a trustee, if material; (15) incurrence of a Financial Obligation of NCPA with respect to the Hydroelectric Project, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of NCPA with respect to the Hydroelectric Project, any of which affect Holders of the 2022 Bonds, if material; or (16) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of NCPA with respect to the Hydroelectric Project, any of which reflect financial difficulties. For these purposes, (i) any event described in the immediately preceding paragraph subparagraph (912) of this Section 5(a) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City an obligated person in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Cityobligated person, or if such jurisdiction has been assumed by leaving the existing governing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Cityobligated person; and (ii) NCPA intends to comply with the provisions hereof for the Listed Events described in subparagraphs (15) and (16) of this Section 5(a), and the definition of “Financial Obligation” in Section 2, with reference to the Rule, any other applicable federal securities laws and the guidance provided by the Commission in its Release No. 34-83885 dated August 20, 2018 (the “2018 Release”), and any further amendments or written guidance provided by the Commission or its staff with respect to the amendments to the Rule effected by the 2018 Release. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons or their termination; (2) appointment of a successor or additional trustee or the change of the name of a trustee; (3) Non-payment related defaults; (4) modifications to the rights of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment of the Bonds. (c) Whenever the City NCPA obtains knowledge of the occurrence of a Listed Event, described in subsection (b) of this Section 5, the City shall as soon as possible determine if such event would be material under applicable federal securities law. (d) If the City determines that knowledge of the occurrence of a Listed Event described in subsection paragraph (ba) of this Section 5 would be material under applicable federal securities law5, the City NCPA shall either (i) promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence pursuant to Section 5(c) below or (ii) shall itself file a notice of such occurrence with the Repository in a timely manner not more than ten (10) Business Days after MSRB through the eventEMMA System. (ec) If the Dissemination Agent has been instructed by the City NCPA to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB through the EMMA System. (d) Any notice required by this Section 5 to be provided to the MSRB shall be provided in an electronic format and accompanied by identifying information as prescribed by the MSRB. Notwithstanding the foregoing provisions of this Section 5, notice of Listed Events described in subparagraphs (8) and (9) of Section 5(a) above need not be given under this Section 5(d) any earlier than the notice (if any) of the underlying event is given to Bondholders of affected 2022 Bonds pursuant to the Indenture.

Reporting of Significant Events. (a) Pursuant to This Section 5 shall govern the provisions giving of this Section 5, the City shall give, or cause to be given, notice notices of the occurrence of any of the following listed events with respect to the Bonds, in a timely manner not more than ten (10) Business Days after the event:"Listed Events"): (1) principal and interest payment delinquencies; (2) defeasancesnon-payment related defaults, if material; (3) tender offersunscheduled draws on debt service reserves reflecting financial difficulties; (4) rating changesunscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers or their failure to perform; (6) adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-5701- TEB) or other material notices or determinations with respect to the tax- tax status of the Bonds, or other material events affecting the tax status of the Bonds; (6) unscheduled draws on the debt service reserves reflecting financial difficulties; (7) unscheduled draws on credit enhancements reflecting financial difficultiesmodifications to the rights of Bondholders, if material; (8) substitution of credit Bond calls (excluding mandatory sinking fund redemptions), if material, or liquidity providers or their failure to perform; ortender offers; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: obligated person; (13) the appointment consummation of a receivermerger, fiscal agentconsolidation, or similar officer for the City in a proceeding under the United States Bankruptcy Code acquisition involving an obligated person or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their terminationthe termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (214) appointment of a successor or additional trustee or the change of the name of a trustee, if material; (315) Non-payment related defaults;incurrence of a financial obligation1 of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the obligated person, any of which affect security holders, if material; and (416) modifications to default, event of acceleration, termination event, modification of terms, or other similar events under the rights terms of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment financial obligation of the Bondsobligated person, any of which reflect financial difficulties. (cb) Whenever the City obtains knowledge The Township shall within seven (7) Business Days of the occurrence of a Listed Event, described in subsection (b) of this Section 5, the City shall as soon as possible determine if such event would be material under applicable federal securities law. (d) If the City determines that knowledge any of the occurrence of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities lawEvents, the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence event pursuant to the Repository in a timely manner not more than ten (10) Business Days after the event.subsection (ec) If of this Section 5. In determining the Dissemination Agent has been instructed by the City to report the occurrence materiality of a Listed EventEvent specified clauses (2), the Dissemination Agent shall file a notice of such occurrence with the MSRB.(7), (8),

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, in a timely manner not more later than ten (10) Business Days business days after the occurrence of the event: (1) principal . Principal and interest payment delinquencies; (2) defeasances. Unscheduled draws on debt service reserves reflecting financial difficulties; (3) tender offers. Unscheduled draws on credit enhancements reflecting financial difficulties; (4) rating changes. Substitution of credit or liquidity providers, or their failure to perform; (5) adverse . Adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, taxability or Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- status of the Bonds); (6) unscheduled draws on the debt service reserves reflecting financial difficulties. Tender offers; (7) unscheduled draws on credit enhancements reflecting financial difficulties. Defeasances; (8) substitution of credit or liquidity providers or their failure to perform; or8. Rating changes; (9) bankruptcy. Bankruptcy, insolvency, receivership or similar proceedingsevent of the obligated person; and 10. For these purposesDefault, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any which reflect financial difficulties. Note: for the purposes of the event described identified in the immediately preceding paragraph subparagraph (9) ), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City an obligated person in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Cityobligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Cityobligated person. (b) Pursuant to the provisions of this Section 5, the City District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material, not later than ten (10) business days after the occurrence of the event: (1) mergers. Non-payment related defaults; 2. Unless described in paragraph 5(a)(5), consolidationsother material notices or determinations by the Internal Revenue Service with respect to the tax status of the Bonds or other material events affecting the tax status of the Bonds; 3. Modifications to rights of Owners; 4. Bond calls; 5. Release, acquisitionssubstitution, or sale of property securing repayment of the Bonds; 6. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated persons person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their terminationthe termination of a definitive agreement relating to any such actions, other than pursuant to its terms; (2) appointment 7. Appointment of a successor or additional trustee or the change of the name of a trustee;; and (3) Non-payment related defaults; (4) modifications to the rights 8. Incurrence of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment Financial Obligation of the Bondsobligated person, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect Owners. (c) The Dissemination Agent shall, within two (2) Business Days of obtaining at its corporate trust office actual knowledge of the occurrence of any of the Listed Events, contact the Disclosure Representative, inform such person of the event, and request that the District promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to subsection (e); provided, however, that the failure by the Dissemination Agent to so notify the Disclosure Representative and make such request shall not relieve the District of its duty to report any of the Listed Events as required by this Section 5 nor impose any liability upon the Dissemination Agent. (d) Whenever the City District obtains knowledge of the occurrence of a Listed Event, Event described in subsection (b), whether because of a notice from the Dissemination Agent pursuant to subsection (c) of this Section 5or otherwise, the City District shall as soon as possible determine if such event would be material under applicable federal securities lawlaws. (de) If the City determines that knowledge District learns of the occurrence of a Listed Event described in subsection (a), or determines that knowledge of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities lawlaws, the City District shall promptly notify the Dissemination Agent in writing and within ten (10) business days of occurrence instruct the Dissemination Agent to report a notice of such occurrence with the occurrence to MSRB in electronic format, accompanied by such identifying information as is prescribed by the Repository in a timely manner not more than ten (10) Business Days after the event. (e) MSRB. If the Dissemination Agent has been instructed by the City District to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(7) and (b)(3) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Owners of affected Bonds pursuant to the Trust Agreement. (f) The District intends to comply with the Listed Events described in Section 5(a)(10) and Section 5(b)(8), and the definition of “Financial Obligation” in Section 1, with reference to the Rule, any other applicable federal securities laws and the guidance provided by the Securities and Exchange Commission in Release No. 34-83885 dated August 20, 2018 (the “2018 Release”), and any further amendments or written guidance provided by the Securities and Exchange Commission or its staff with respect the amendments to the Rule effected by the 2018 Release.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, given notice of the occurrence of any of the following events (a “Listed Event”) with respect to the Bonds, in a timely manner not more than ten (10) Business Days after the event: (1) . principal and interest payment delinquencies; (2) defeasances. non-payment related defaults, if material; (3) tender offers. unscheduled draws on debt service reserves reflecting financial difficulties; (4) rating changes. unscheduled draws on credit enhancements reflecting financial difficulties; (5) . substitution of credit or liquidity providers, or their failure to perform; 6. adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- tax status of the Bonds, or other material events affecting the tax status of the Bonds; (6) unscheduled draws on the debt service reserves reflecting financial difficulties7. modifications to rights of Bond owners, if material; (7) 8. optional, contingent or unscheduled draws on credit enhancements reflecting financial difficultiescalls of the Bonds, if material, and tender offers; (8) 9. defeasances; 10. release, substitution or sale of credit or liquidity providers or their failure to perform; orproperty securing repayment of the Bonds, if material; (9) 11. rating changes; 12. bankruptcy, insolvency, receivership receivership, or similar proceedingsevent of the City. For these purposes, any purposes of this event described in the immediately preceding paragraph (9) event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Cityobligated person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City.obligated person; (b) Pursuant to the provisions 13. consummation of this Section 5a merger, consolidation, or acquisition involving the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons City (other than in the ordinary course of business), the entry into a definitive agreement to undertake such an action or their termination;the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and (2) 14. appointment of a successor or additional trustee trustee, or the change of the name of a trustee; (3) Non-payment related defaults; (4) modifications to the rights of Holders; (5) a notices of prepayment; or (6) release, substitution or sale of property securing repayment of the Bondsif material. (cb) Whenever the City obtains knowledge of the occurrence of a Listed Event, but, in the case of a Listed Event described in subsection Subsection 2, 7, 8 (b) but only with respect to bond calls), 10, 13 and 14 of this Section 55(a), only in the City shall as soon as possible determine if such event would be material under applicable federal securities law. (d) If the City determines that knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities lawlaws, the City shall file or shall cause to be filed a notice of such occurrence with the MSRB through its EMMA System, in an electronic format as prescribed by the MSRB, in a timely manner but not in excess of 10 business days after the occurrence of such Listed Event. (c) If the Dissemination Agent is other than the City, the Dissemination Agent shall, as soon as reasonably practicable after obtaining actual knowledge of the occurrence of any of the Listed Events from the City request that the City promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to subsections (a) and instruct (b) and, if applicable, promptly direct the Dissemination Agent to report the occurrence such event to the Repository in a timely manner not more than ten (10) Business Days after Bondowners. In the event. (e) If the Dissemination Agent has been instructed by the City to report the occurrence absence of a Listed Eventsuch direction, the Dissemination Agent shall file a notice not report such event unless required to be reported by the Dissemination Agent to the Bondowners under the Fiscal Agent Agreement, as applicable. The Dissemination Agent may conclusively rely upon such direction (or lack thereof). For purposes of this Disclosure Agreement, actual knowledge of the occurrence of such occurrence with Listed Events shall mean actual knowledge by the MSRBDissemination Agent. The Dissemination Agent shall have no responsibility to determine the materiality of any of the Listed Events.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the 2010 Bonds, in a timely manner not more than ten (10) Business Days after the eventif material: (1i) principal and interest payment delinquencies; (2ii) non-payment related defaults; (iii) modifications to rights of the Owners; (iv) optional, contingent or unscheduled 2010 Bond calls; (v) defeasances; (3) tender offers; (4vi) rating changes; (5vii) adverse tax opinions or events affecting the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701tax-TEB) or other material notices or determinations with respect to the tax- exempt status of the Series 2010A Bonds; (6viii) unscheduled draws on the debt service reserves reflecting financial difficulties; (7ix) unscheduled draws on the credit enhancements reflecting financial difficulties; (8) x) substitution of the credit or liquidity providers or their failure to perform; or (9) bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons or their termination; (2) appointment of a successor or additional trustee or the change of the name of a trustee; (3) Non-payment related defaults; (4) modifications to the rights of Holders; (5) a notices of prepayment; or (6xi) release, substitution or sale of property securing repayment of the 2010 Bonds. (cb) Whenever the City obtains knowledge of the occurrence of a Listed Event, described in subsection (b) of this Section 5, the City shall as soon as possible determine if such event would be material under applicable federal securities lawlaws. (dc) If the City determines has determined that knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities lawlaws, the City shall promptly notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to subsection (e). (d) If the City has determined that the Listed Event would not be material under applicable federal securities laws, the City shall so notify the Dissemination Agent in writing and instruct the Dissemination Agent not to report the occurrence pursuant to the Repository in a timely manner not more than ten subsection (10) Business Days after the evente). (e) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(iv) and (v) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Owners of affected 2010 Bonds pursuant to the Indenture.

Reporting of Significant Events. (a) Pursuant The Authority shall provide, or shall cause the Trustee to provide, in a timely manner to the provisions of this Section 5Repository, the City shall give, or cause to be given, written notice of the occurrence of any of the following events Listed Events with respect to the Series 2018 Bonds, in a timely manner not more than ten (10) Business Days after the event: (1) principal Principal and interest payment delinquencies; (2) defeasancesNon-payment related defaults, if material; (3) tender offersUnscheduled draws on debt service reserves reflecting financial difficulties; (4) rating changesUnscheduled draws on credit enhancements reflecting financial difficulties; (5) adverse Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- tax status of the Series 2018 Bonds; (6) unscheduled draws on , or other material events affecting the debt service reserves reflecting financial difficultiestax status of the Series 2018 Bonds; (7) unscheduled draws on credit enhancements reflecting financial difficultiesModifications to rights of Bondholders, if material; (8) substitution of credit or liquidity providers or their failure to perform; orXxxx calls, if material, and tender offers; (9) bankruptcyDefeasances; (10) Release, substitution, or sale of property securing repayment of the Series 2018 Bonds; (11) Rating changes; (12) Bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: the appointment Authority; (13) The consummation of a receivermerger, fiscal agentconsolidation, or similar officer for acquisition involving the City in a proceeding under the United States Bankruptcy Code Authority or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons Authority, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their termination;the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; or (214) The appointment of a successor or additional trustee or the change of the name of a trustee;, if material. (3b) Non-payment related defaults; (4) modifications The Authority shall provide, or shall cause the Trustee to provide, in a timely manner to the rights Repository, written notice of Holders; (5) a notices failure of prepayment; or (6) release, substitution any officer or sale of property securing repayment of other person authorized by the Authority to provide required annual financial information on or before the date specified in this Disclosure Agreement or other written agreement or contract in connection with the Series 2018 Bonds. (c) The Trustee shall promptly, upon obtaining actual knowledge of the occurrence of any of the Listed Events, contact the applicable Disclosure Representative, inform such person of the event, and request that the Authority promptly notify the Trustee in writing whether or not to report the event pursuant to subsection (f). (d) Whenever the City Authority obtains knowledge of the occurrence of a Listed Event, described in because of a notice from the Trustee pursuant to subsection (bc) of this Section 5or otherwise, the City Authority shall as soon as possible determine if such event would be material under applicable federal securities lawlaws. (de) If the City Authority has determined that knowledge of the occurrence of a Listed Event would be material under applicable law, the Authority shall promptly notify the Trustee in writing. Such notice shall instruct the Trustee to report the occurrence pursuant to subsection (g). (f) If in response to a request under subsection (c), the Authority determines that knowledge the Listed Event would not be material under applicable law, the Authority shall so notify the Trustee in writing and instruct the Trustee not to report the occurrence pursuant to subsection (g). (g) If the Trustee has been instructed by the Authority to report the occurrence of a Listed Event, the Trustee shall file a notice of such occurrence with the Municipal Securities Rulemaking Board and each Repository with a copy to the Authority. Notwithstanding the foregoing: (i) notice of the occurrence of a Listed Event described in subsections (a)(1) or (9) above shall be given by the Trustee unless the Authority gives the Trustee affirmative instructions not to disclose such occurrence; (ii) notice of the occurrence of a Listed Event described in subsection (ba)(11) of this Section 5 would shall be material under applicable federal securities law, given by the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence Trustee notwithstanding any instructions to the Repository in a timely manner not more than ten (10) Business Days after contrary by the event.Authority; and (eiii) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB.Listed Events described in subsections (a)(4) and

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5Section, the City each Disclosure Party, as applicable, shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, Series 2023[●] Bonds in a timely manner not more later than ten (10) Business Days business days after the occurrence of the event: (1i) principal and interest payment delinquencies; (2) defeasances; (3) tender offers; (4) rating changes; (5) adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- status of the Bonds; (6ii) unscheduled draws on the debt service reserves reflecting financial difficulties; (7iii) unscheduled draws on credit enhancements reflecting financial difficulties; (8) iv) substitution of credit or liquidity providers providers, or their failure to perform; or; (9v) adverse tax opinions or issuance by the Internal Revenue Service of proposed or final determination of taxability or of a Notice of Proposed Issue (IRS Form 5701 TEB); (vi) tender offers; (vii) defeasances; (viii) rating changes; (ix) bankruptcy, insolvency, receivership or similar proceedingsevent of such Disclosure Party; and (x) default, event of acceleration, termination event, modification of terms or other similar events under the terms of a Financial Obligation of such Disclosure Party, any of which reflect financial difficulties. For these purposes, any purposes of the event described identified in the immediately preceding paragraph (9ix) of this subsection, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City such Disclosure Party in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Citysuch Disclosure Party, or if such jurisdiction has been assumed by leaving the existing governing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Citysuch Disclosure Party. (b) Pursuant to the provisions of this Section 5Section, the City each Disclosure Party, as applicable, shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Series 2023[●] Bonds, if material, in a timely manner not later than ten (10) business days after the occurrence of the event: (1i) mergersunless described in paragraph (v) of subsection (a) of this Section, consolidationsother notices or determinations by the Internal Revenue Service with respect to the tax status of the Series 2023[●] Bonds or other material events affecting the tax status of the Series 2023[●] Bonds; (ii) modifications to rights of holders of the Series 2023[●] Bonds; (iii) xxxx calls; (iv) release, acquisitionssubstitution, or sale of property securing repayment of the Series 2023[●] Bonds; (v) non-payment related defaults; (vi) the consummation of a merger, consolidation, or acquisition involving such Disclosure Party or the sale of all or substantially all of the assets of such Disclosure Party other than in the obligated persons ordinary course of business, the entry into a definitive agreement to undertake such an action or their terminationthe termination of a definitive agreement relating to any such actions, other than pursuant to its terms; (2vii) appointment of a successor or additional trustee Trustee or the change of the name of a trustee;Trustee; and (3viii) Non-payment related defaults; (4) modifications incurrence of a Financial Obligation, or agreement to the covenants, events of default, remedies, priority rights or other similar terms of Holders; (5) a notices Financial Obligation, any of prepayment; or (6) release, substitution or sale of property securing repayment which affect holders of the Series 2023[●] Bonds. (c) Whenever the City obtains The Trustee shall, within one business day of obtaining actual knowledge of the occurrence of a any of the Listed EventEvents, described in subsection (b) contact the applicable Disclosure Party and inform such Disclosure Party of this Section 5, the City shall as soon as possible determine if such event would be material under applicable federal securities lawevent. (d) If the City determines that Whenever a Disclosure Party obtains knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 Section, such Disclosure Party shall determine if such event would be material under applicable federal Federal securities law, the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository in a timely manner not more than ten (10) Business Days after the eventlaws. (e) If the Dissemination Agent has been instructed by the City to report Whenever a Disclosure Party obtains knowledge of the occurrence of a Listed EventEvent described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section would be material under applicable Federal securities law, such Disclosure Party shall, or shall cause the Dissemination Agent shall to, file a notice of the occurrence of such occurrence Listed Event with the MSRB, within ten (10) business days of such occurrence. (f) Notwithstanding the foregoing, notice of Listed Events described in paragraph (iii) of subsection (b) of this Section need not be given any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds pursuant to the Indenture.

Reporting of Significant Events. (a) Pursuant to This Section 5 shall govern the provisions giving of this Section 5, the City shall give, or cause to be given, notice notices of the occurrence of any of the following listed events with respect to the Bonds, in a timely manner not more than ten (10) Business Days after the event:"Listed Events"): (1) principal and interest payment delinquencies; (2) defeasancesnon-payment related defaults, if material; (3) tender offersunscheduled draws on debt service reserves reflecting financial difficulties; (4) rating changesunscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers or their failure to perform; (6) adverse tax opinions or opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-5701- TEB) or other material notices or determinations with respect to the tax- tax status of the Bonds, or other material events affecting the tax status of the Bonds; (6) unscheduled draws on the debt service reserves reflecting financial difficulties; (7) unscheduled draws on credit enhancements reflecting financial difficultiesmodifications to the rights of Bondholders, if material; (8) substitution of credit Bond calls (excluding mandatory sinking fund redemptions), if material, or liquidity providers or their failure to perform; ortender offers; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar proceedings. For these purposes, any event described in the immediately preceding paragraph (9) is considered to occur when any of the following occur: obligated person; (13) the appointment consummation of a receivermerger, fiscal agentconsolidation, or similar officer for the City in a proceeding under the United States Bankruptcy Code acquisition involving an obligated person or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, the sale of all or substantially all of the assets of the obligated persons person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their terminationthe termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (214) appointment of a successor or additional trustee or the change of the name of a trustee, if material; (315) Non-payment related defaults;incurrence of a financial obligation1 of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the obligated person, any of which affect security holders, if material; and (416) modifications to default, event of acceleration, termination event, modification of terms, or other similar events under the rights terms of Holders;a financial obligation of the obligated person, any of which reflect financial difficulties. (5b) a notices of prepayment; or The Township shall within seven (67) release, substitution or sale of property securing repayment Business Days of the Bonds.occurrence of any of the Listed Events, notify the Dissemination Agent in writing to report the event pursuant to subsection (c) Whenever of this Section 5. In determining the City obtains knowledge of the occurrence materiality of a Listed EventEvent specified clauses (2), described in (7), (8), (10), (13), (14) or (15) of subsection (ba) of this Section 5, the City Township may, but shall as soon as possible determine if such event would not be material under applicable federal securities lawrequired to, rely conclusively on an Opinion of Counsel. (d) If the City determines that knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 would be material under applicable federal securities law, the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository in a timely manner not more than ten (10) Business Days after the event. (e) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with the MSRB.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5Section, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, Bonds in a timely manner not more later than ten (10) Business Days business days after the occurrence of the event: (1i) principal and interest payment delinquencies; (2) defeasances; (3) tender offers; (4) rating changes; (5) adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax- status of the Bonds; (6ii) unscheduled draws on the debt service reserves reflecting financial difficulties; (7iii) unscheduled draws on credit enhancements reflecting financial difficulties; (8) iv) substitution of credit or liquidity providers providers, or their failure to perform; or; (9v) adverse tax opinions or issuance by the Internal Revenue Service of proposed or final determination of taxability or of a Notice of Proposed Issue (IRS Form 5701 TEB); (vi) tender offers; (vii) defeasances; (viii) rating changes; (ix) bankruptcy, insolvency, receivership or similar proceedingsevent of the City; and (x) default, event of acceleration, termination event, modification of terms or other similar events under the terms of a Financial Obligation, any of which reflect financial difficulties. For these purposes, any purposes of the event described identified in the immediately preceding paragraph (9ix) of this subsection, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. (b) Pursuant to the provisions of this Section 5Section, the City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material, in a timely manner not later than ten business days after the occurrence of the event: (1i) mergersunless described in paragraph (v) of subsection (a) of this Section, consolidationsmaterial notices or determinations by the Internal Revenue Service with respect to the tax status of the Bonds or other material events affecting the tax status of the Bonds; (ii) modifications to rights of holders of the Bonds; (iii) bond calls; (iv) release, acquisitionssubstitution, or sale of property securing repayment of the Bonds; (v) non-payment related defaults; (vi) the consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of the assets of the obligated persons City other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or their terminationthe termination of a definitive agreement relating to any such actions, other than pursuant to its terms; (2vii) appointment of a successor or additional trustee Trustee or the change of the name of a trustee;Trustee; and (3viii) Non-payment related defaults; (4) modifications incurrence of a Financial Obligation, or agreement to the covenants, events of default, remedies, priority rights or other similar terms of Holders; (5) a notices Financial Obligation, any of prepayment; or (6) release, substitution or sale of property securing repayment which affect holders of the Bonds. (c) Whenever the City obtains The Trustee shall, within one business day of obtaining actual knowledge of the occurrence of a any of the Listed EventEvents, described in subsection (b) of this Section 5, contact the City shall as soon as possible determine if such event would be material under applicable federal securities lawand inform the City of the event. (d) If Whenever the City determines that obtains knowledge of the occurrence of a Listed Event described in subsection (b) of this Section 5 Section, the City shall determine if such event would be material under applicable federal Federal securities laws. (e) Whenever the City obtains knowledge of the occurrence of a Listed Event described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section would be material under applicable Federal securities law, the City shall, or shall promptly notify cause the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository in a timely manner not more than ten (10) Business Days after the event. (e) If the Dissemination Agent has been instructed by the City to report the occurrence of a Listed Eventto, the Dissemination Agent shall file a notice of the occurrence of such occurrence Listed Event with the MSRB, within ten business days of such occurrence. (f) Notwithstanding the foregoing, notice of Listed Events described in paragraph (iii) of subsection (b) of this Section need not be given any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds pursuant to the Indenture.

Reporting of Significant Events. (a) Pursuant to the provisions of this Section 57, the City District shall give, or cause to be given, given in a timely manner not in excess of ten business days after the occurrence of the event to the MSRB or other Repository notice of the occurrence of any of the following Listed Events set forth below: (i) Delinquency in payment when due of any principal or interest on the (ii) Amendment to the Indenture or this Disclosure Agreement modifying the rights of the Owners of the Bonds. (iii) Giving a notice of optional or unscheduled redemption of any Bonds. (iv) Defeasance of the Bonds or any portion thereof. (v) Any change in any rating of the Bonds.* (vi) Adverse tax opinions or events with respect to affecting the tax-exempt status of the Bonds, in a timely manner not more than ten (10) Business Days after the event: (1) principal and interest payment delinquencies; (2) defeasances; (3) tender offers; (4) rating changes; (5) adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form From 5701-TEB) or other material notices or determinations with respect to the tax- tax status of the Bonds;. (6vii) Any unscheduled draws draw on the debt service reserves Debt Service Reserve Fund reflecting financial difficulties;. (7viii) Any unscheduled draws draw on credit enhancements reflecting financial difficulties;.** (8) ix) The release, substitution or sale of property securing repayment of the Bonds (including property leased, mortgaged or pledged as such security). The sale of any real property owned by Developer within the District in the ordinary course of the Developer's respective business shall not be a Listed Event for purposes of the foregoing. (x) The substitution of credit or liquidity providers or their failure to perform; or.** (9xi) bankruptcyBankruptcy, insolvency, receivership or similar proceedings. For these purposes, event of the District or any event described in the immediately preceding paragraph Obligated Person (9) which is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, agent or similar officer for the City District or any Obligated Person in a proceeding under the United States U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the CityDistrict or any Obligated Person, or if such jurisdiction has been assumed by leaving the existing governing body and * Note: The Bonds are not rated. ** Note: There are currently no credit or liquidity providers for the Bonds. officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the CityDistrict or any Obligated Person). (bxii) Pursuant to the provisions Consummation of this Section 5a merger, the City shall giveconsolidation, or cause to be given, notice of acquisition involving the occurrence of District or any of the following events with respect to the Bonds, if material: (1) mergers, consolidations, acquisitions, Obligated Person or the sale of all or substantially all of the assets of the obligated persons District or their termination;any Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material. (2xiii) appointment Appointment of a successor or additional trustee Trustee or the change of the name of a trustee;the Trustee, if material. (3xiv) Non-payment related defaults;Occurrence of any Event of Default under the Indenture (other than as described in clause (i) above). (4xv) modifications to the rights of Holders;Tender Offers. (5xvi) Failure to provide the Annual Report as required under this Disclosure Agreement and/or a notices Developer Report that contains, in all material respects, the information required under Section 5(b) of prepayment; orthis Disclosure Agreement, which failure shall, in all cases, be deemed material under federal securities laws. (6b) releaseThe District shall, substitution or sale in a timely manner not in excess of property securing repayment ten Business Days after the occurrence of the BondsListed Event, notify the Dissemination Agent in writing of such Listed Event and the Dissemination Agent is hereby directed to immediately file a notice of the occurrence of such Listed Event with the Repository or the MSRB. (c) Whenever So long as the City obtains knowledge of Developer is an Obligated Person with respect to the occurrence of a Listed Event, described in subsection (b) of this Section 5Bonds, the City Developer shall as soon as possible determine if such event would be material under applicable federal securities law. (d) If notify the City determines that knowledge District of the occurrence of a Listed Event described in subsection subsections (ba)(xi) of this Section 5 would be material under applicable federal securities law, the City shall promptly notify the Dissemination Agent in writing and instruct the Dissemination Agent to report the occurrence to the Repository in a timely manner not more than ten or (10xii) above within five (5) Business Days after the eventoccurrence of the Listed Event so as to enable the District to comply with its obligations under this Section 7. (ed) If the Dissemination Agent has been instructed in writing by the City District to report file notice of the occurrence of a Listed EventEvent or is otherwise authorized by this Disclosure Agreement to file such notice, the Dissemination Agent shall immediately file a notice of such occurrence Listed Event with the Repository or the MSRB, provided, the Dissemination Agent shall not be required to file notice of the Developer's failure to provide the Developer Report referenced in subsection (a)(xvi) above earlier than the time for filing such notice as set forth in Section 6(d) of this Disclosure Agreement. The notice shall be substantially in the form of Exhibit A to this Disclosure Agreement. Notwithstanding the foregoing, notice of the occurrence of a Listed Event described in subsections (a)(i), (iii) or (iv) above shall be given by the Dissemination Agent unless the District gives the Dissemination Agent affirmative instructions not to disclose such occurrence.