Agenda - 04-07-20; 8-h - Adoption of the Final Resolution Authorizing the Issuance of Approx. $40,000,000 in Installment Purchase Financing for CIP Projects

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75 of the County; provided that(1) any such modification may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law or change in the identity, nature or status of the County; (2)the information to be provided, as modified,would have complied with the requirements of the Rule 15c2-12 as of the date of this Official Statement,after taking into account any amendments or interpretations of the Rule 15c2-12, as well as any changes in circumstances; and (3) any such modification does not materially impair the interest of the Owners or the beneficial owners, as determined by the Trustee or nationally recognized bond counsel or by the approving vote of the Owners of a majority in principal amount of the 2020 Bonds. Any annual financial information containing modified operating data or financial information will explain,in narrative form,the reasons for the modification and the impact of the change in the type of operating data or financial information being provided. The County's Rule 15c2-12 undertakings will terminate on payment, or provision having been made for payment in a manner consistent with the Rule 15c2-12, in full of the principal and interest with respect to the 2020 Bonds. THE COUNTY'S CONTINUING DISCLOSURE COMPLIANCE [To be reviewed/confirmed] During the past five years,the County has not failed to comply in all material respects with the terms of its prior undertakings under Rule 15c2-12, except as described in the following paragraphs. The County had certain disclosure information that was due to be posted by January 31,2017,with respect to the fiscal year ended June 30, 2016. At that deadline, however, the County's CAFR(including its audit) for the fiscal year ended June 30, 2016, was not yet available. Prior to the deadline, the County posted certain unaudited financial statements as called for by the terms of its continuing disclosure undertakings. In this posting, however, by oversight, the County did not post its adopted budget or the supplemental financial information as required by its continuing disclosure undertakings. The County posted such required supplemental financial information in March 2017 and its adopted budget in October 2017. Additionally,for some years,while the County timely posted its annual disclosures on EMMA,such annual disclosures were not always properly linked to each of the County's CUSIP numbers. In April 2019,the County determined that it had in some circumstances inadvertently failed to post on the EMMA system information regarding its approved County budget for the 2018-19 fiscal year, as required by some of the County's continuing disclosure obligations,although the County's CAFR included some budget information.Upon becoming aware of this issue,the County promptly moved to properly link the required budget information to all relevant CUSIP numbers. The County has filed notices of failure to file the items described above as required by Rule 15c2- 12,which describe the occasions of non-compliance and corrected compliance. The County is not aware of any other occasions in which it was in material noncompliance with any of its continuing disclosure undertakings.The County has not knowingly failed to comply with its prior continuing disclosure undertakings. The County believes that at this point, it has filed all the financial information that its previous commitments require,and that all required financial information is posted with regard to all relevant CUSIP numbers. UNDERWRITING The Underwriters have agreed under the terms of a Bond Purchase Agreement (the "Purchase Agreement")to purchase all of the 2020 Bonds,if any of the 2020 Bonds are to be purchased,at a purchase price equal to 100% of the principal amount of the 2020 Bonds, plus/less net original issue 21