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8. Bond calls; <br />9. Defeasances; <br />10. Release, substitution or sale of property securing repayment of the securities; and <br />11. Rating changes. <br />(b) Whenever a Material Event occurs, the City shall promptly file a notice of such occurrence with either <br />all NRMSIRs or with the MSRB and with any SID. Notwithstanding the foregoing, notice of Material <br />Events described in subsections (a)(8) and (9) need not be given under this subsection any earlier than the <br />notice (if any) of the underlying event is given to Owners of affected Bonds pursuant to the Resolution. <br />(c) Unless otherwise required by law and subject to technical and economic feasibility, the City shall employ <br />such methods of information transmission as shall be requested or recommended by the designated <br />recipients of the City's information. <br />Section 6. Termination of Reporting Obligation. The City's obligations under this Disclosure Certificate <br />shall terminate upon the legal defeasance, prior redemption or payment in full of all the Bonds. <br />Section 7. Agent. The City may, from time to time, appoint or engage a dissemination agent to assist it in <br />carrying out its obligations under this Disclosure Certificate, and may discharge any such agent, with or without appointing <br />a successor dissemination agent. <br />Section 8. Amendment; Waiver. Notwithstanding any other provision ofthis Disclosure Certificate, the City <br />may amend this Disclosure Certificate, and any provision of this Disclosure Certificate maybe waived, if such amendment <br />or waiver is supported by an opinion of nationally recognized bond counsel to the effect that such amendment or waiver <br />would not, if and of itself, cause the undertakings to violate the Rule. This Disclosure Certificate, or any provision hereof, <br />shall be null and void in the event that the City delivers to each then existing NRMSIR and the SID, if any, an opinion of <br />nationally recognized bond counsel to the effect that those portions of the Rule which require this Disclosure Certificate <br />are invalid, have been repealed retroactively or otherwise do not apply to the Bonds. The provisions of this Disclosure <br />Certificate may be amended without the consent of the Owners of the Bonds, but only upon the delivery by the City to each <br />then existing NRMSIR and the SID, if any, of the proposed amendment and an opinion of nationally recognized bond <br />counsel to the effect that such amendment, and giving effect thereto, will not adversely affect the compliance of this <br />Disclosure Certificate and by the City with the Rule. <br />Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the <br />City from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate <br />or any other means of communication, or including any other information in any Requested Report or notice of occurrence <br />of a Material Event, in addition to that which is required by this Disclosure Certificate. If the City chooses to include any <br />information in any Requested Report or notice of occurrence of a Material Event in addition to that which is specifically <br />required by this Disclosure Certificate, the City shall have no obligation under this Disclosure Certificate to update such <br />information or include it in any future Requested Report or notice of occurrence of a Material Event. <br />Section 10. Default. In the event of a failure of the City to comply with any provision of this Disclosure <br />Certificate any Owner of the Bonds may take such actions as may be necessary and appropriate, including seeldng <br />mandamus or specific performance by court order, to cause the City to comply with its obligations under this Disclosure <br />Certificate. A default under this Disclosure Certificate shall not be deemed an event of default with respect to the Bonds <br />and the sole remedy under this Disclosure Certificate in the event of any failure of the City to comply with this Disclosure <br />Certificate shall be an action to compel performance. <br />C-3 <br />