Ordinance 3405-14 - Laserfiche WebLink

and enter into agreements for the payment of costs of issuance, including underwriter's discount, the fees and expenses of the Underwriter and other retained services, including Bond Counsel, financial advisor, District counsel, rating agencies, Bond Registrar, Refunding Trustee, verification agent, and other expenses customarily incurred in connection with issuance and sale of bonds. The disbursement of Bond proceeds to pay certain costs of issuance shall be made by the Refunding Trustee under the terms set forth in the Cost of Issuance Agreement. The Designated Representative is hereby authorized to deem final the preliminary Official Statement relating to the Bonds for the purposes of the Rule. The Designated Representative is further authorized to ratify and to approve for purposes of the Rule, on behalf of the City, the Official Statement relating to the issuance and sale of the Bonds and the distribution of the Official Statement pursuant thereto with such changes, if any, as may be deemed by her to be appropriate. Section 10.02. Additional Authorizations. The Designated Representative may, in his or her discretion, without further action by the Council, (a) effect Conversions of the Bonds from one Interest Rate Mode to another, (b) negotiate terms of any Credit Facility or Liquidity Facility, any fee reductions and any extensions of the Expiration Date, and execute the applicable Credit Facility Agreement, Liquidity Facility Agreement or other necessary documents in this regard, and (c) effect such Conversions, and execute documents necessary to effect such Conversions. The Designated Representative is authorized and directed to execute written undertakings to provide continuing disclosure for the benefit of holders of the Bonds (each, a "Continuing Disclosure Certificate") to enable each participating underwriter or Remarketing Agent, as the case may be, to comply with the Rule. -106- P\20287CMVN20287 AMT 10/14/14