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<br />e <br /> <br />e <br /> <br />e <br /> <br />Section 9. ~rbitraqe. <br /> <br /> <br />9.1) The City covenants and agrees with the holders from <br />time to time of the Certificates herein authorized that it will <br />not take, or permit to be taken, by any of its officers, <br />employees or agents, any action which would cause the interest <br />payable on the Certificates to become subject to taxation under <br />the United States Internal Revenue Code (the Code); and that it <br />will take, or will cause its officers, employees or agents to <br />take, all affirmative actions within its powers which may be <br />necessary to ensure that such interest will not become subject <br />to taxation under the Code. The term Code as used herein <br />includes the Code and all regulations, amended regulations and <br />proposed regulations issued thereunder, as now existing or as <br />hereafter amended or proposed. The City shall make the <br />payments to the United States, if any, which are required to be <br />made by the provisions of paragraph (f) of Section 148 of the <br />Code. <br /> <br />9.2) The Mayor and City Clerk being the officers of the <br />City charged with the responsibility of issuing the <br />Certificates pursuant to this Resolution, are authorized and <br />directed to execute and deliver to the purchaser a <br />certification in order to satisfy the provisions of Section 148 <br />of the Code. <br /> <br />Section 10. Registration of Transfer. The City shall <br />cause to be kept at the office of the City Clerk a Certificate <br />Register in which, subject to such reasonable regulations as it <br />may prescribe, the City shall provide for the registration of <br />transfers of ownership of the Certificates. The Certificates <br />shall be transferable upon the Certificate Register by the <br />holder thereof in person or by its attorney duly authorized in <br />writing, upon surrender of a Certificate together with a <br />written instrument of transfer satisfactory to the City Clerk, <br />duly executed by the holder of its duly authorized attorney. <br />Upon such transfer, the City will cause a new Certificate or <br />Certificates to be issued in the name of the transferee(s), in <br />the same aggregate principal amount, bearing interest at the <br />same rate and maturing on the same date, and the City Clerk <br />shall note the date of registration and the name and address of <br />the new holder in the Certificate Register. The City may deem <br />and treat the person in whose name a Certificate is last <br />registered in the Certificate Register as the absolute owner <br />thereof, whether or not the principal balance or any part <br />thereof is overdue, for the purpose of receiving payment of or <br />an account of the principal balance or interest and for all <br />other purposes. <br /> <br />The motion for the adoption of the foregoing resolutions <br />was duly seconded by Councilmember Holmgren. The fOllowing <br />voted in favor of adoption of such resolution: <br /> <br />Councilmembers Dietz, HOlmgren, and Kropuenske <br />