5.3c ERMUSR 03-09-2021 - Laserfiche WebLink

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proposal. The Cityspecifically reserves the right to reject any bid specifying municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs associatedwith the issuance and administration of such policy and associated ratings and expenses (other than any independent rating 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 Bonds shall not constitute cause for failure or refusal by the successful bidder to accept delivery of the Bonds. CUSIP NUMBERS If the Bonds qualify for the assignment of CUSIP numbers such numbers will be printed on the Bonds; however, neither the failure to print suchnumbers on any Bondnor any error with respect thereto will constitute cause for failure or refusal by the Purchaser to accept delivery of the Bonds.Baker Tilly MA will apply for CUSIP numbers pursuant to Rule G-34 implemented by the Municipal Securities Rulemaking Board.The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the Purchaser. SETTLEMENT On or about May13, 2021,the 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 Bonds shall be made in federal, or equivalent, funds thatshall be received at the offices of the Cityor its designee not later than 12:00Noon, Central Time. Unlesscompliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the Purchaser shall be liable to the Cityfor any loss suffered by the City by reason of the Purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE In accordance with SECRule15c2-12(b)(5),the Citywill undertake, pursuant to the resolution awarding sale of the 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 Bondto purchase the Bondswill be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Bonds. OFFICIAL STATEMENT TheCityhas authorized the preparation of aPreliminaryOfficial Statement containing pertinent information relative to the Bonds,and said Preliminary Official Statement has been deemed final by the Cityas of the date thereofwithin the meaning of Rule15c2-12 of the Securities and Exchange Commission. For an electroniccopyof thePreliminaryOfficial Statementor for any additional information prior to sale, any prospective purchaser is referred to the MunicipalAdvisor to the City, Baker Tilly Municipal Advisors, LLC,bytelephone (651)223-3000,or by email bondservice@bakertilly.com.The Preliminary Official Statement will also be made available at https://connect.bakertilly.com/bond-sales-calendar. 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 Bonds, together with any other information required by law. By awarding the Bonds to the Purchaser, the Cityagrees that, no more thanseven businessdaysafter the date of such award, it shall provide to thePurchaseran electroniccopyof theFinal Official Statement. The Citydesignates the Purchaseras its agent for purposes of distributing the Final Official Statementto each syndicate member, ifapplicable. The Purchaser agrees that if its proposal is accepted by the City, (i)it shall accept designation and (ii) it shall enter into a contractual relationship with its syndicate membersfor purposes of assuring the receipt of the Final Official Statementby each such syndicate member. A-5 EL185-68-699669.v1 345