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<br />D-2 <br />“Participating Underwriter” means Stifel, Nicolaus & Company, Inc., the original <br />underwriter of the Bonds required to comply with the Rule in connection with offering of the <br />Bonds. <br /> <br />“Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission <br />under the Securities Exchange Act of 1934, as it may be amended from time to time. <br /> <br />Section 3. Provision of Annual Reports. <br /> <br />(a) The Successor Agency shall, or shall cause the Dissemination Agent to, not later <br />than the Annual Report Date, commencing ___________, 2014, with the report for the 2013-14 <br />fiscal year, provide to the MSRB, in an electronic format as prescribed by the MSRB, an Annual <br />Report that is consistent with the requirements of Section 4 of this Disclosure Certificate. Not <br />later than 15 Business Days prior to the Annual Report Date, the Successor Agency shall <br />provide the Annual Report to the Dissemination Agent (if other than the Successor Agency). If <br />by 15 Business Days prior to the Annual Report Date the Dissemination Agent (if other than the <br />Successor Agency) has not received a copy of the Annual Report, the Dissemination Agent <br />shall contact the Successor Agency to determine if the Successor Agency is in compliance with <br />the previous sentence. The Annual Report may be submitted as a single document or as <br />separate documents comprising a package, and may include by reference other information as <br />provided in Section 4 of this Disclosure Certificate; provided that the audited financial <br />statements of the Successor Agency may be submitted separately from the balance of the <br />Annual Report, and later than the Annual Report Date, if not available by that date. If the <br />Successor Agency’s fiscal year changes, it shall give notice of such change in the same manner <br />as for a Listed Event under Section 5(c). The Successor Agency shall provide a written <br />certification with each Annual Report furnished to the Dissemination Agent to the effect that <br />such Annual Report constitutes the Annual Report required to be furnished by the Successor <br />Agency hereunder. <br /> <br />(b) If the Successor Agency does not provide (or cause the Dissemination Agent to <br />provide) an Annual Report by the Annual Report Date, the Successor Agency shall provide (or <br />cause the Dissemination Agent to provide) to the MSRB, in an electronic format as prescribed <br />by the MSRB, a notice in substantially the form attached as Exhibit A. <br /> <br />(c) With respect to each Annual Report, the Dissemination Agent shall: <br /> <br />(i) determine each year prior to the Annual Report Date the then-applicable <br />rules and electronic format prescribed by the MSRB for the filing of annual continuing <br />disclosure reports; and <br /> <br />(ii) if the Dissemination Agent is other than the Successor Agency, file a <br />report with the Successor Agency certifying that the Annual Report has been provided <br />pursuant to this Disclosure Certificate, and stating the date it was provided. <br /> <br />Section 4. Content of Annual Reports. The Successor Agency’s Annual Report shall <br />contain or incorporate by reference the following: <br /> <br />(a) The Successor Agency’s audited financial statements prepared in accordance <br />with generally accepted accounting principles as promulgated to apply to governmental entities <br />from time to time by the Governmental Accounting Standards Board. If the Successor Agency’s <br />audited financial statements are not available by the Annual Report Date, the Annual Report