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14-20 Cedar Glen Bond Ordinance Addendums
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14-20 Cedar Glen Bond Ordinance Addendums
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3/18/2020 2:57:42 PM
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3/18/2020 2:55:23 PM
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City Council - City Clerk
City Council - Document Type
Ordinances
City Counci - Date
3/23/2020
Bill Number
14-20
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order to make the statements therein, in the light of the circumstances under which they were <br /> made, not misleading. <br /> (f) The Owner hereby certifies that there has been delivered to the Underwriter of the <br /> Bonds the Preliminary Official Statement and the Official Statement, which the Owner deems to <br /> be final as of its date for purposes of Rule 15c2-12, except for information permitted to be <br /> omitted therefrom by Rule 15c2-12. <br /> Section 5. Covenants of the Issuer. The Issuer covenants with the parties hereto that: <br /> (a) If between the date of this Bond Purchase Agreement and the date 90 days <br /> following the Closing Date an event occurs, that is known to the Issuer, affecting the Issuer, that <br /> would cause statements in the Official Statement under the captions "THE ISSUER" or <br /> "ABSENCE OF LITIGATION" to contain an untrue statement with respect to the Issuer, the <br /> Issuer shall notify the Underwriter. <br /> (b) The Issuer, at the expense of the Owner, will furnish such information, execute <br /> such instruments and take such other action consistent with the provisions of the Indenture in <br /> cooperation with the Underwriter as the Underwriter may reasonably request to qualify the <br /> Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such <br /> states and other jurisdictions of the United States as the Underwriter may designate; provided, <br /> however, the Issuer shall not be obligated to qualify to do business in any such state or <br /> jurisdiction, be required to register as a dealer or broker in any such state or jurisdiction or be <br /> required to take any action or file a general consent to service of process or become subject to <br /> service of process in any state or jurisdiction in which the Issuer is not now subject to service of <br /> process. <br /> Section 6. Covenants of the Owner. The Owner covenants with the parties hereto that: <br /> (a) The Owner shall furnish or cause to be furnished to the Underwriter, at the <br /> expense of the Owner, in such reasonable quantities as shall be requested by the Underwriter, <br /> copies of the final Official Statement, within the meaning of Rule 15c2-12(f) under the 1934 Act, <br /> within seven business days of the date hereof <br /> (b) If between the date of this Bond Purchase Agreement and the date 90 days <br /> following the Closing Date an event occurs, that is known to the Owner, that would cause the <br /> Official Statement to contain an untrue statement of a material fact or to omit to state a material <br /> fact necessary in order to make the statements therein, in the light of the circumstances under <br /> which they were made, not misleading, the Owner shall notify the Issuer and the Underwriter <br /> and, if in the reasonable opinion of the Issuer or the Underwriter such event requires an <br /> amendment or supplement to the Official Statement, the Issuer and the Owner, at the expense of <br /> the Owner, will amend or supplement the Official Statement in a form and in a manner jointly <br /> approved by the Issuer, the Owner and the Underwriter; provided, however, if such event shall <br /> occur on or prior to the Closing Date, the Underwriter in its discretion shall have the right to <br /> terminate the obligations of the Underwriter hereunder by written notice to the Issuer and the <br /> Owner, and the Underwriter shall be under no obligation to purchase and pay for the Bonds. <br /> 6 <br />
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