Continuing Disclosure: 2013
The City's 2013 borrowing resolutions authorize the City to enter into a Continuing Disclosure Undertaking (the "Undertaking") pursuant to which the City will covenant and agree, for the benefit of the beneficial owners of the 2013 Notes, to provide certain financial information and operating data relating to the City within 270 days after the close of the City's fiscal year (the "Annual Report"), and to provide, in a timely manner, notices of the occurrence of certain enumerated events, if material. An excerpt from the Resolution pertaining to continuing disclosure is provided in Appendix II of this Official Statement. The Annual Report will be filed by the City with the Electronic Municipal Market Access System ("EMMA"). The information to be contained in the Annual Report will consist of the annual audited financial statements of the City and updated information with respect to the information in the Official Statement contained under the captions "Debt Structure" and "2008-2012 General Fund Financial Information." Each annual audited financial statement will conform to generally accepted accounting principles applicable to governmental units prepared in accordance with standards of the Governmental Accounting Standards Board. The notices of material events and timely notice of any failure to file its Annual Report within the 270-day period will be filed by the City with EMMA. The City's undertaking with respect to material events includes the occurrence of any of the following events with respect to the 2013 Notes:
The City has agreed to the foregoing undertakings in order to assist participating underwriters of the 2013 Notes and brokers, dealers and municipal securities dealers in complying with Securities and Exchange Commission Rule 15c2-12 promulgated under the Securities Exchange Act of 1934. The City will provide the foregoing information for so long as Rule 15c2-12 is applicable to the 2013 Notes and the City remains an "obligated person" under the Rule with respect to the 2013 Notes. No provision of the Undertaking limits the remedies available to any beneficial owner of the 2013 Notes with respect to the enforcement of the continuing disclosure covenants of the City described above. Failure to comply with the continuing disclosure covenants will not constitute an event of default under the Undertaking.
The City may amend the continuing disclosure undertakings upon a change in circumstances provided that (a) the undertakings, as amended, would have complied with the requirements of Rule 15(c)2-12(b)(5) at the time of this offering, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances and (b) in the opinion of nationally recognized bond counsel selected by the City, the amendment does not materially impair the interests of the beneficial owners of the 2013 Notes.
The City's Continuing Disclosure obligation is 270 days. The City has filed previous Continuing Disclosure annual reports using a 9-month obligation calculation period. This has inadvertently resulted in filings that were 1 - 4 days later than a 270-day filing date in the past five years. The City has updating filing procedures to ensure compliance with a 270-day filing period for future filings.