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-10- • (c) The City Manager is hereby further authorized to execute and deliver to the purchasers of the Bonds authorized for issuance under this ordinance a Continuing Disclosure Certificate evidencing the City's undertaking, to comply with the continuing disclosure requirements of Paragraph (b)(5) of such Rule 15c2-12 to the extent applicable to the Bonds. The City Manager, the Director of Finance and the City Attorney are hereby authorized to execute and deliver to the purchasers of the Bonds of each series one or more certificates in the forms provided for in the Official Statement relating to the Bonds. 10. The Series 1998A Bonds and the Series 1998B Bonds, the certificate of authentication of the Registrar and the assignment endorsed on such Bonds, shall be in substantially the forms set forth in Exhibit A and Exhibit B, respectively, with such changes in format as may be appropriate to conform with customs and practices applicable to comparable securities. 11. General obligation public improvement bond anticipation notes are authorized for issuance and sale by the City Manager in anticipation of the issuance of the general obligation bonds authorized for issuance herein. Such notes shall mature and be payable within five (5) years from their date and shall be sold at competitive or negotiated sale at such price plus accrued interest and on such other terms and conditions as are determined by the City Manager. If such notes are offered for competitive sale, a Notice of Sale shall be prepared, published and distributed in accordance with the requirements set forth in Paragraph 9. There shall also be prepared and distributed a preliminary and final Official Statement relating to such • notes in such form as shall be approved by the City Manager. The issuance and details of such notes shall be governed by the provisions of Section 15.2-2628 of the Code of Virginia, 1950. The provisions of Paragraphs 5 and 7 shall apply to such notes to the same extent the same apply to the Bonds except, in the case of the provisions of Paragraph 5, only to the extent such notes are not paid from the proceeds of the Bonds or from any other available funds. The sale of such notes and the form and other details thereof shall be approved, ratified and confirmed by resolution of the Council. Bonds in anticipation of which such bond anticipation notes are issued pursuant to this Paragraph 11 may be issued and sold in accordance with the provisions of this ordinance at any time within five (5) years of the date of issuance of the fust notes issued in anticipation of such Bonds. 12. (a) The City Manager is hereby authorized to appoint an escrow agent (the "Escrow Agent") for the City in connection with the refunding of the Refunded Bonds. (b) The City Manager is hereby authorized and directed to execute and deliver an Escrow Deposit Agreement by and between the City and the Escrow Agent in such form as shall be approved by the City Manager upon the advice of counsel (including the City Attorney or Bond Counsel), such approval to be conclusively evidenced by the execution of the Escrow Deposit Agreement by the City Manager. (c) The City Manager and the Director of Finance, or either of them, are hereby authorized to execute, on behalf of the City, subscriptions for United States Time Deposit • Securities - State and Local Government Series, if any, to be purchased by the Escrow Agent 199960.1 019496 ORD