5.2a ERMUSR 04-13-2021 - Laserfiche WebLink

Home Browse Search

APPENDIX II CONTINUING DISCLOSURE UNDERTAKING $12,620,000* Electric Revenue Bonds, Series 2021B City of Elk River Elk River Municipal Utilities Commission Sherburne County, Minnesota May __, 2021 This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and delivered by the City of Elk River, Minnesota (the “City”) and the Elk River Municipal Utilities Commission (the “Commission”) in connection with the issuance by the City of its Electric Revenue Bonds, Series 2021B (the “Bonds”), in the original aggregate principal amount of $12,620,000*. The Bonds are being issued under the terms of a resolution adopted by the Commission on March 9, 2021 (the “Authorizing Resolution”), a resolution adopted by the City Council of the City on March 15, 2021 (the “Approving Resolution”), and a resolution adopted by the Commission on April 13, 2021 (the “Award Resolution”). The Bonds are being delivered to ____________, _______________ (the “Purchaser”) on the date hereof. Pursuant to the Award Resolution, the City and the Commission have covenanted and agreed to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events. The City and the Commission hereby covenant and agree as follows: Section 1.Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City and the Commission for the benefit of the Holders (as defined herein) of the Bonds in order to provide for the public availability of such information and assist the Participating Underwriter(s) (defined herein) in complying with the Rule (defined herein). This Disclosure Certificate, together with the Resolutions, constitutes the written agreement or contract for the benefit of the Holders of the Bonds that is required by the Rule. Section 2.Definitions. In addition to the defined terms setforth in the Resolutions, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: “Annual Report” means any annual report provided by the City and Commission pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Audited Financial Statements” means annual financial statements of the City and the Commission, prepared in accordance with GAAP as prescribed by GASB. “Bonds” means the Electric Revenue Bonds, Series 2021B, issued by the City in the original aggregate principal amount of $12,620,000. “City” means the City of Elk River, Minnesota, which is the obligated person with respect to the Bonds. “Commission” means the Elk River Municipal Utilities Commission created by the City to exercise exclusive jurisdiction, control, and management of the municipal light, power, and electric operations of the City. “Disclosure Certificate” means this Continuing Disclosure Certificate. II-1 304