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The Mayor and Manager of the City, or any other officer of the City authorized to act in %1.11 their place with "Officers" are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 18. Defeasance. When all Certificates have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Certificates shall cease. The City may discharge its obligations with respect to any Certificates which are due on any date by irrevocably depositing with the Registrar on or before that date a sum sufficient for the payment thereof in fall; or if any Certificate should not be paid when due,, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also at any time discharge its obligations with respect to any Certificates, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes,, Section 475.67,, Subdivision 8,, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and/or reinvestment,, to pay all amounts to become due thereon to maturity. 19. General Obligation P . For the prompt and full payment of the principal and interest on the Certificates,, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Certificates and any other certificates payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 20. Certificate of Registration. The Manager is hereby directed to file a certified copy of this resolution with the County Auditor of Ramsey County,, Minnesota,, together with such other information as the County Auditor shall require, and to obtain from the County Auditor a certificate that the Certificates have been entered in the County Auditor's Register and that the tax levy required by law has been made. 21. Records and Certificates.. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser,, and to the attorneys approving the legality of the issuance of the Certificates,, certified copies of all proceedings and records of the City relating to the Certificates and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Certificates as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits,, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 22. Compliance with Reimbursement Bond Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States 18 2214122vl