Resolutions-2015-083

Tiffin / 436989- 13 / CDC CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate ( the " Disclosure Certificate") is executed and delivered by the City of Tiffin, Iowa ( the " Issuer"), in connection with the issuance of $4, 430, 000 General Obligation Annual Appropriation Corporate Purpose Bonds, Series 2015A ( the " Bonds"), dated July 15, 2015. The Bonds are being issued pursuant to a resolution of the Issuer approved on July 8, 2015 ( the " Resolution"). The Issuer covenants and agrees as follows: Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriters in complying with S. E. C. Rule 15c2- 12. Section 2. Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: Annual Report" shall mean any Annual Report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. Beneficial Owner" shall mean any person which ( a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds including persons holding Bonds through nominees, depositories or other intermediaries), or ( b) is treated as the owner of any Bonds for federal income tax purposes. Dissemination Agent" shall mean the Dissemination Agent, if any, designated in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation. EMMA" shall mean the MSRB' s Electronic Municipal Market Access system available at http:// emma. msrb. org. Holders" shall mean the registered holders of the Bonds, as recorded in the registration books of the Registrar. Listed Events" shall mean any of the events listed in Section 5( a) of this Disclosure Certificate. Municipal Securities Rulemaking Board" or " MSRB" shall mean the Municipal Securities Rulemaking Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314. Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. Rule" shall mean Rule 15c2- 12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. State" shall mean the State of Iowa. I-