1998-10-19 Resolution 130 - Laserfiche WebLink

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• well as any change in circumstances; and (iii) such amendment or modification does not materially impair the interests of the holders of the Refunding Bonds, as determined either by (A) the Counterparty, the trustee under the Trust Agreement or nationally recognized bond counsel or (B) an approving vote of the holders of the Refunding Bonds pursuant to the terms of the Trust Agreement at the time of such amendment or modification; or (b) such amendment or modification (including an amendment or modification which rescinds the Undertaking) is permitted by the SEC Rule then in effect. The Authority may, at its sole discretion, utilize an agent in connection with the dissemination of any annual financial information required to be provided by the Authority pursuant to the terms of the Undertaking. The purpose of the Undertaking is to enable the Underwriters to purchase the Refunding Bonds by providing for an undertaking by the Authority in satisfaction of the Rule. The Undertaking is solely for the benefit of the owners of the Refunding Bonds and creates no new contractual or other rights for the SEC, underwriters, brokers, dealers, municipal securities dealers, potential customers, other obligated persons or any other third party. The sole remedy against the Authority for any failure to carry out any provision of the Undertaking shall be for specific performance of the Authority's disclosure obligations under the Undertaking and not for money damages of any kind or in any amount or any other remedy. The Authority's failure to honor its covenants. under the Undertaking. shall not constitute a breach or default of the Refunding Bonds, the Trust Agreement, the Lease or any other agreement. • The Counterparty hereto shall have no obligation to take any action whatsoever with .respect to information provided by the Authority under the Undertaking except any obligations arising from the Counterparty serving as a dissemination agent, and no implied covenants or obligations shall be read into the Undertaking against .the- Counterparty. Further, the Counterparty shall have no responsibility to ascertain the truth, completeness or accuracy of the information provided as required under the Undertaking by the Authority, nor as to its sufficiency for purposes of compliance with the Rule or the requirements of the Undertaking. CONCLUDING STATEMENTS The foregoing summaries and statements in this Official Statement do not purport to be complete and are expressly made subject to the exact provisions of the complete documents. For details of all terms and conditions, prospective purchasers are referred to the Agreement and the Lease which may be obtained from the Trustee. Any statements in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended as such and are not presented as unqualified statements of fact. The information contained herein has been carefully compiled from sources deemed reliable and to the best knowledge and belief of the Authority, the Commission and the City there are no untrue statements nor omissions of material facts in the Official Statement which would make the statements and representations therein misleading. Certain supplemental information concerning the Authority, the Commission and the City • which is exhibited hereafter is considered part of this Official Statement. -20-