February 2018 Board meeting - CWU Sammamish - a

If not submitted as part of the annual financial information described in subsection (b)(i) of this section, the University will provide or cause to be provided to the MSRB audited financial statements, when and if available. (c) Amendment of Undertaking. The Undertaking is subject to amendment after the primary offering of the Series 2018 Bonds without the consent of any holder of any Series 2018 Bond, or of any broker, dealer, municipal securities dealer, participating underwriter, Rating Agency, or the MSRB, under the circumstances and in the manner permitted by Rule 15c2-12 which, as currently interpreted by the SEC, requires that: (i) the amendment be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of the University, or type of business conducted; (ii) the Undertaking, as amended, would have complied with the requirements of Rule 15c2-12 at the time of the primary offering, after taking into account any amendments or interpretations of Rule 15c2-12, as well as any change in circumstances; and (iii) the amendment does not materially impair the interests of holders of the Series 2018 Bonds, as determined either by parties unaffiliated with the University (such as Bond Counsel) or by the approving vote of holders of the Bonds pursuant to the terms of the Master Resolution. The University will give notice to the MSRB of the substance (or provide a copy) of any amendment to the Undertaking and a brief statement of the reasons for the amendment. If the amendment changes the type of annual financial information to be provided, the annual financial information containing the amended financial information will include a narrative explanation of the effect of that change on the type of information to be provided.

52919530.2

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