2001-08 PROVIDING FOR THE ISSUANCE OF GENERAL OBLIGATION LINE OF CREDIT NOTES

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, � t , A. to act as note registrar and authenticating agent as provided herein; B. to cancel and/or destroy Notes which have been paid at maturity, upon redemption or submitted for transfer or exchange; and C. to furnish the City at least annually a certificate with respect to Notes cancelled and/or destroyed. The City Clerk of the City is hereby directed to file a copy of this Ordinance with the Note Registrar. Section 18. Event of Taxability. If interest on the Note or Notes is deterxnined to be Taxable (Event of Taxability"), such interest shall be re-computed from the date of occurrence of such Event of Taxability to a variable rate per annum equal to the prime rate (as quoted from time to time in The Wall Street Journal). Event of Taxability is a final determination by the Internal Revenue Service or a court of competent jurisdiction in the United States that, or an opinion of Bond Counsel obtained by the City to the effect that, as a result of failure by the City to observe or perform any covenant, agreement or representation by the City on its part to be observed or performed under this Ordinance, or as a result of the inaccuracy of any ', representation made by the City, the interest payable on the Notes or any of them is no longer Tax-Exempt. No determination by any court or the Internal Revenue Service will be considered a final determination unless the City has participated (or waived the right to participate) in the proceeding which resulted in such determination, either directly or, at the option of the City, through the Bank to a degree it reasonably deems sufficient and until the conclusion of any appellate review sought by any party to such proceeding or the expiration of the time for seeking such review. Section 19. Change in Law. If there is a change in the Code or the regulations promulgated thereunder or in a final decree, judgment or order of any court or administrative -20-