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Continuing Disclosure Certificate
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Countywide Vol. 1 Revenue Bonds (1996)
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Continuing Disclosure Certificate
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If the annual financial information or operating data to be provided in the Annual <br /> Report is amended pursuant to the provisions hereof,the first annual financial information filed <br /> pursuant hereto containing the amended operating data or financial information shall explain, <br /> in narrative form, the reasons for the amendment and the impact of the change in the type of <br /> operating data or financial information being provided. <br /> Section 9.Additional Information. Nothing in this Disclosure Certificate shall be deemed <br /> to prevent the Authority from disseminating any other information, using the means of <br /> dissemination set forth in this Disclosure Certificate or any other means of communication, or <br /> including any other information in any Annual Report or notice of occurrence of a Listed Event, <br /> in addition to that which is required by this Disclosure Certificate. If the Authority chooses to <br /> include any information in any Annual Report or notice of occurrence of a Listed Event in <br /> addition to that which is specifically required by this Disclosure Certificate, the Authority shall <br /> have no obligation under this Disclosure Certificate to update such information or include it in <br /> any future Annual Report or notice of occurrence of a Listed Event. <br /> Section 10. Default. In the event of a failure of the Authority to comply with any <br /> provision of this Disclosure Certificate the Trustee, at the written direction of any Participating <br /> Underwriter or the holders of at least 25% aggregate principal amount of Outstanding Bonds, <br /> shall, but only to the extent moneys or other indemnity, satisfactory to the Trustee, has been <br /> furnished to the Trustee to hold it harmless from any loss, costs, liability or expense, including <br /> fees and expenses of its attorneys and any additional fees of the Trustee, or any holder or <br /> beneficial owner of the Bonds may, take such actions as may be necessary and appropriate, <br /> including seeking mandate or specific performance by court order, to cause the Authority to <br /> comply with its obligations under this Disclosure Certificate. A default under this Disclosure <br /> Certificate shall not be deemed an Event of Default under the Trust Agreement, and the sole <br /> remedy under this Disclosure Certificate in the event of any failure of the Authority to comply <br /> with this Disclosure Certificate shall be an action to compel performance. <br /> Section 11. Duties, Immunities and Liabilities of Dissemination Agent. The <br /> Dissemination Agent and the Trustee shall have only such duties as are specifically set forth in <br /> this Disclosure Certificate, and the Authority agrees to indemnify and save the Dissemination <br /> Agent and the Trustee, their officers, directors, employees and agents, harmless against any <br /> loss,expense and liabilities which they may incur arising out of or in the exercise or performance <br /> of its powers and duties hereunder, including the costs and expenses (including attorneys fees) <br /> of defending against any claim of liability, but excluding liabilities due to the Dissemination <br /> Agent's or the Trustee's respective negligence or willful misconduct. The Dissemination Agent <br /> shall be paid compensation by the Authority for its services provided hereunder in accordance <br /> with its schedule of fees as amended from time to time and all expenses, legal fees and <br /> advances made or incurred by the Dissemination Agent in the performance of its duties <br /> hereunder. The Dissemination Agent and the Trustee shall have no duty or obligation to review <br /> any information provided to it by the Authority and shall not be deemed to be acting in any <br /> fiduciary capacity for the Authority, the Bond holders or any other party. The obligations of the <br /> Authority under this Section 11 shall survive resignation or removal of the Dissemination Agent <br /> and payment of the Bonds. <br /> -4- <br />
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