5.1. ERMUSR 06-14-2016 - Laserfiche WebLink

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requested by the City) shall be paid by the successful bidder. Failure of the municipal bond insurer to issue the policy after the award of the Series 2016B Bonds shall not constitute cause for failure or refusal by the successful bidder to accept delivery of the Series 2016B Bonds. CUSIP NUMBERS If the Series 2016B Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Series 2016B Bonds, but neither the failure to print such numbers on any Series 2016B Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Series 2016B Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT On or about July 14, 2016, the Series 2016B Bonds will be delivered without cost to the purchaser through DTC in New York, New York. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Kennedy & Graven, Chartered of Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement, payment for the Series 2016B Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless compliance with the terms of payment for the Series 2016B Bonds has been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non- compliance with said terms for payment. CONTINUING DISCLOSURE In accordance with SEC Rule 15c2-12(b)(5),the City and the Commission will undertake,pursuant to the resolution awarding sale of the Series 2016B Bonds, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Official Statement. The purchaser's obligation to purchase the Series 2016B Bonds will be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Series 2016B Bonds. OFFICIAL STATEMENT The City and the Commission have authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the Series 2016B Bonds, and said Preliminary Official Statement will serve as a nearly final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Preliminary Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Municipal Advisor to the City and the Commission, Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101,telephone(651)223-3000. A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared, specifying the maturity dates, principal amounts and interest rates of the Series 2016B Bonds, together with any other information required by law. By awarding the Series 2016B Bonds to an underwriter or underwriting syndicate, the Commission agrees that, no more than seven business days after the date of such award, it shall provide without cost to the sole underwriter or to the senior managing underwriter of the syndicate (the "Underwriter" for purposes of this paragraph) to which the Series 2016B Bonds are awarded up to 25 copies of the Final Official Statement. The Commission designates the Underwriter of the syndicate to which the Series 2016B Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Such Underwriter agrees that if its proposal is accepted by the Commission, (i)it shall accept designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Series 2016B Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated May 10,2016 BY ORDER OF THE ELK RIVER MUNICIPAL UTILITIES COMMISSION /s/Theresa Slominski Finance and Office Manager -ix - 118