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901- 319.AG <br />constructed, developed or improved as part of the Projects in <br />such manner and shall not take or omit to take any other action <br />as to cause the interest on the Bonds to be included in the gross <br />income of the recipients thereof for purposes of federal income <br />taxation. <br />(b) The City will provide certificates when and as <br />required by Bond Counsel, the Code or the Internal Revenue <br />Service in order to establish or maintain the tax exempt status <br />of interest on the Bonds. <br />(c) The City will comply with any requirements imposed <br />by the Code in order to preserve the tax exempt status of <br />interest on the Bonds. The City will cooperate in any audit by <br />the Internal Revenue Service, including disclosure of any <br />records, contracts and other materials required by the Internal <br />Revenue Service in order to establish or preserve the Bonds' tax <br />exempt status or as may be required by the Code. <br />7.2. Indemnification. <br />If the Bonds become Taxable Bonds as a result of the acts or <br />omissions of the City not approved in writing by the County, the <br />City shall indemnify and hold the County, its officers, employees <br />and agents, including bond counsel, harmless with respect to bond <br />holders' claims and any costs attendant thereto, including any <br />penalties and the County's attorneys' fees and costs in defending <br />such claims. <br />13 <br />