03-23-1998 Council Packet - Laserfiche WebLink

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BE IT FURTHER RESOLVED that the City hereby makes the following covenants with respect to continuing disclosure: (a) Limited Exemption from Rule. The Securities and Exchange Commission (the SEC) has promulgated amendments to Rule 15c2-12 under the Securities Exchange Act of 1934 (17 C.F.R. § 240.15c2-12) (as in effect and interpreted from time to time, the Rule) which govern the obligations of certain underwriters to require that issuers of municipal bonds enter into contracts for the benefit of the bondholders to provide continuing disclosure with respiect to the bonds. This Council hereby finds, determines and declares that the Bonds are exempt from the application of paragraph (b)(5) of the Rule by reason of the exemption granted in paragraph (d)(2) thereof Specifically, this Council hereby finds that the only obligated person (within the meaning of the Rule) with respect to the Bonds is the City and that, giving effect to the issuance of the Bonds and any other securities required to be integrated with the Bonds, there will be no more than $10 million in principal amount of municipal securities outstanding on the date of issuance of the Bonds as to which the City is an obligated person (excluding municipal securities exempt from the Rule under paragraph (dXO thereof because, among other things, they were issued in minimum denominations of $100,000). In making such finding, the City hereby represents that it has not issued within the six months before the date of issuance of the Bonds and that it reasonably expects that it will not issue within six months after the date of issuance of the Bonds, other securities of the City of substantially the same security and providing financing for the same general purpose or purposes as the Bonds. The exemption from the Rule for the Bonds is conditioned upon die City agreeing to provide certain continuing disclosure as hereinafter provided. The City has complied in all material respects with any undertaking previously entered into hy it under the Rule. (b) Purpose and Beneficiaries. To provide for the public availability of certain information relating to the Bonds and the security therefor and to permit participating underwriters in the primary offering of the Bonds to comply with paragraph (b)(5) of the Rule, which will enhance the marketability of the Bonds, the City hereby makes the covenants and agreements contained in this section for the benefit of the Owners (as hereinafter defined) from time to time of the Outstanding Bonds. If the City fails to comply with any provisions of this section any person aggrieved thereby, including the Owners of any Outstanding Bonds, may take whatever action at law or in equity may appear necessary or appropriate to enforce performance and observance of any agreement or covenant contained in this section, including an action for specific performance or a writ of Page 3 of 7