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UNDERTAKING OF THE CITY OF EVERE'I'T, WASHINGTON <br /> in connection with <br /> Everett Public Facilities District Project Revenue Bonds, Series 2007 <br /> The CITY OF EVERETT, WASHINGTON, a first class charter city (the <br /> "City"), is delivering this undertaking to the EVERETT PUBLIC FACILITIES <br /> DISTRICT, a public body corporate and politic of the State of Washington (the <br /> "District") pursuant to the Interlocal Agreement (the "Agreement") dated as of February <br /> 1, 2007, by and between the City and the District, in connection with the issuance and <br /> sale of the above-referenced bonds (the "Bonds") by the District. The City is executing <br /> this undertaking pursuant to the authority granted by State law, including without <br /> limitation by RCW Chapter 67.28 and Sections 67.28.120, 67.28.080(1) and 67.28.130 <br /> thereof. <br /> ARTICLE I <br /> Definitions <br /> Section 1.01. Definitions. Unless the context clearly requires otherwise, <br /> capitalized terms used herein have the meanings given such terms in the Agreement. <br /> ARTICLE II <br /> Payments by City • <br /> Section 2.01. Payments. The City agrees to make payments for the benefit of the <br /> District and Dexia Credit Local, acting through its New York Branch (the "Bank") at the <br /> times and in the amounts set forth in Section 2.02. <br /> Section 2.02. Times and Amounts. For as long as the Bonds remain outstanding, <br /> upon receipt by the City of notice from the District or its assignee that the amounts or <br /> Bank Bonds in the 2007 Bond Account are not sufficient to pay the interest coming due <br /> or principal coming due (at scheduled maturity or upon prior mandatory sinking fund <br /> redemption) with respect to any Bank Bonds not less than [two business days] prior to the <br /> Interest Payment Date, maturity date or mandatory sinking fund redemption date, as the <br /> case may be, then the City shall pay to the District or its assignee no later than [one <br /> business day] prior to such Interest Payment Date, maturity date or redemption date an <br /> amount which,together with the balance in such 2007 Bond Account, is sufficient to pay <br /> the interest on the Bank Bonds coming due on the upcoming Interest Payment Date or the <br /> principal coming due on the Bank Bonds on the upcoming maturity date or mandatory <br /> sinking fund redemption date. <br /> Exhibit"A" to Authorizing Resolution 1 <br />