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(13) The consummation of a merger, consolidation, or acquisition involving
<br />the City or the sale of all or substantially all of the assets of the City,
<br />other than in the ordinary course of business, the entry into of a definitive
<br />agreement to undertake such an action or the termination of a definitive
<br />agreement relating to any such actions, other than pursuant to its terms, if
<br />material;
<br />(14) Appointment of a successor or additional paying agent/registrar or the
<br />change of name of a paying agent/registrar, if material;
<br />(p 5) Incurrence of a Financial Obligation of the City, if material, or agreement
<br />to covenants, events of default, remedies, priority rights, or other similar
<br />terms of a Financial Obligation of the City, any of which affect security
<br />holders, if material; and
<br />(16) Default, event of acceleration, termination event, modification of terms,
<br />or other similar events under the terms of a Financial Obligation of tile
<br />City, any of which reflect financial difficulties.
<br />For these purposes, (a) any event described in the immediately preceding
<br />paragraph (12) is considered to occur when any of the following occur: the appointment
<br />of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United
<br />States Bankruptcy Code or in any other proceeding under state or federal law in which a
<br />court or governmental authority has assumed jurisdiction over substantially all of the
<br />assets or business of the City, or if such jurisdiction has been assumed by leaving the
<br />existing governing body and officials or officers of tile City in possession but subject to
<br />the supervision and orders of a court or governmental authority, or the entry of an order
<br />confirming a plan of reorganization, arrangement, or liquidation by a court or
<br />governmental authority having supervision or jurisdiction over substantially all of the
<br />assets or business of the City, and (b) the City intends the words used in the immediately
<br />preceding paragraphs (t 5) and (16) and the definition of Financial Obligation in this
<br />Section to have the same meanings as when they are used in the R-ule, as evidenced by
<br />SEC Release No., 34 83885, datedAugust 20, 2018.
<br />(ii) The City shall notify the MSRB, in a timely manner, of any failure by the
<br />City to provide financial information or operating data in accordance with subsection
<br />(b)(i) of this Section by the time required by such subsection.
<br />(d) Lmitatioqs,.. Disclaimers, and Amendments.
<br />(i) The City shall be obligated to observe and perform the covenants
<br />specified in this Section for so long as, but only for so long as, the City remains an
<br />"obligated person" with respect to the Bonds within the meaning of the Rule, except that
<br />the City in any event will give notice of any deposit made in accordance with this
<br />Ordinance or applicable law that causes Bonds no longer to be outstanding.
<br />(ii) The provisions of this Section are for the sole benefit of the Registered
<br />Owners and beneficial owners of the Bonds, and nothing in this Section, express or
<br />implied, shall give any benefit or any legal or equitable right, remedy, or claim
<br />hereunder to any other person. The City undertakes to provide only the financial
<br />information, operating data, financial statements, and notices which it has expressly
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