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<br />11. Charges for Exchange or Transfer. No charge shall be made for any exchange or <br /> <br />transfer of Bonds, but the City may require payment by the registered owner of any Bond of a <br /> <br />sum sufficient to cover any tax or other governmental charge which may be imposed with <br /> <br />respect to the transfer or exchange of such Bond. <br /> <br />12. Refunding of Prior Bonds. If it is determined by the City Representative to be in <br /> <br /> <br />the best interest of the City, the City Representative is authorized (a) to approve the issuance of <br /> <br /> <br />the Bonds and the aggregate principal amount of the Bonds (not to exceed the maximum <br /> <br /> <br />aggregate principal amount set forth in paragraph 1 of this Ordinance) sufficient to provide for <br /> <br /> <br />the redemption or payment at maturity of such maturities of the Prior Bonds as the City <br /> <br />Representative may determine and (b) to enter into one or more escrow agreements with one or <br /> <br />more escrow agents to be selected by the City Representative (the "Escrow Agents") providing <br /> <br />for the deposit and investment of such portion of the proceeds of the Bonds to be applied to the <br /> <br />payment of such Prior Bonds to be redeemed on the earliest redemption date or at maturity, as <br /> <br />appropriate. The Escrow Agents or such other party as the City Representative may designate, <br /> <br /> <br />are hereby authorized to subscribe and purchase United States Treasury Securities, State and <br /> <br /> <br />Local Government Series (SLGS) on behalf of the City. <br /> <br />13. Non-Arbitrage Certificate and Tax Covenants. The City Representative is <br /> <br /> <br />authorized and directed to execute a Non-Arbitrage Certificate and Tax Covenants setting forth <br /> <br /> <br />the expected use and investment of the proceeds of the Bonds issued on a tax-exempt basis and <br /> <br />containing such covenants as may be necessary in order to comply with the provisions of the <br /> <br /> <br />Internal Revenue Code of 1986, as amended (the "Code"), including the provisions of Section <br /> <br /> <br />148 of the Code and applicable regulations relating to "arbitrage bonds." The City Council <br /> <br /> <br />covenants on behalf of the City that all of such proceeds will be invested and expended as set <br /> <br />-8- <br />