Continuing Disclosure definition

Continuing Disclosure. It is understood that, with respect to the Certificates, the
Continuing Disclosure. The Landowner” and “ — The Landowner’s Compliance with Prior Undertakings,” and “INFORMATION RELATING TO THE TRUSTEE.” If such notification shall be subsequent to the Closing, the City, at no expense to the Underwriter, shall furnish such legal opinions, certificates, instruments, and other documents as the Underwriter may reasonably deem necessary to evidence the truth and accuracy of such supplement or amendment to the Limited Offering Memorandum. The City shall provide any such amendment or supplement, or cause any such amendment or supplement to be provided, (i) in a “designated electronic format” consistent with the requirements of Rule G-32 and (ii) in a printed format in such quantity as the Underwriter shall request in order for the Underwriter to comply with Section (b)(4) of Rule 15c2-12 and the rules of the MSRB.
Continuing Disclosure means the requirement that NEORSD disseminate financial and operating data on an ongoing basis subsequent to the issuance of Notes or Bonds in order to comply with Rule 15c2-12 under the Securities and Exchange Act of 1934 promulgated by the Securities and Exchange Commission.

Examples of Continuing Disclosure in a sentence

  • This Continuing Disclosure Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.

  • The City may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Continuing Disclosure Agreement, and may discharge any such Agent, with or without appointing a successor Dissemination Agent.

  • Nothing in this Continuing Disclosure Agreement shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Continuing Disclosure Agreement or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is required by this Continuing Disclosure Agreement.

  • This Continuing Disclosure Agreement shall be governed by and construed in accordance with the laws of the State of Missouri.

  • The Dissemination Agent shall not be responsible in any manner for the content of any notice or report (including without limitation the Annual Report) prepared by the City pursuant to this Continuing Disclosure Agreement.

  • Notwithstanding any other provision of this Forty-Second Supplemental Agreement, failure of the Authority to comply with the Continuing Disclosure Certificate shall not be considered an Event of Default; however, any Bondholder may take such actions, as provided in the Continuing Disclosure Certificate, as may be necessary and appropriate to cause the Authority to comply with its obligations under the Continuing Disclosure Certificate.

  • If the Developer fails to provide the Administrator with the continuing disclosure event notices required under the Developer’s Continuing Disclosure Agreement, then the Authority shall pursue any remedies available under the Developer’s Continuing Disclosure Agreement.

  • SECTION 1.01 Prior Trustee, Registrar and Paying Agent is hereby removed as Trustee, Registrar and Paying Agent under the Indenture and as Dissemination Agent under the Series 2009B Continuing Disclosure Agreement (the “Continuing Disclosure Agreement”).

  • In accordance with the requirements of the Rule and pursuant to the Resolution, at or prior to the Closing, the District shall have duly authorized, executed and delivered a Continuing Disclosure Certificate with respect to the Bonds (the “Continuing Disclosure Certificate”) on behalf of each obligated person for which financial and/or operating data is presented in the Official Statement.

  • The Authority hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate, dated the date of issuance and delivery of the Series 2024-B Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.


More Definitions of Continuing Disclosure

Continuing Disclosure means the District’s obligations under the Rule, including the District’s obligation to file its Annual Report and Notice Event notice when necessary. ▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ P: 310.322.4222 F: 866. 335-0114 “Disclosure Representative” means the Superintendent, or Assistant Superintendent, Business Services of the Issuer or his or her designee, or such other person as the Issuer shall designate in writing to the Disclosure Dissemination Agent from time to time as the person responsible for providing Information to the Disclosure Dissemination Agent.
Continuing Disclosure. The Developer,” “LEGAL MATTERS — Litigation – The Developer.”. We have not independently verified the information in the foregoing sections of the Limited Offering Memorandum and are not passing upon and do not assume any responsibility for the accuracy, completeness or fairness of the statements contained in the Limited Offering Memorandum and any amendment or supplement thereto. We advise you that the lawyers of this Firm who have provided substantive attention to the representation reflected in this opinion do not have actual knowledge of facts that lead us to believe that the information set forth under the captions referenced in the preceding paragraph as of the date of the Limited Offering Memorandum and the date hereof, contained or contains any untrue statement of a material fact, or omitted or omits to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. No opinion is expressed as to the solvency of any person, limited liability company, partnership or corporation liable for the payment of amounts due under and pursuant to the Material Documents. When any opinion or confirmation of fact set forth in this opinion is qualified by the words, “to our knowledge,” or such similar phrase, the quoted words (i) do not include constructive knowledge or inquiry knowledge, and are limited to the actual current conscious knowledge of ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, and (ii) do not require or imply (A) any examination of this firm’s or any other person’s or entity’s files, (B) any inquiry of the client, any other lawyer, or any other person or entity, or (C) any review or examination of any agreements, documents, certificates, instruments or other papers other than the Material Documents and as set forth on Exhibit A. We express no opinion as to the laws of any jurisdiction other than the laws of Texas and the laws of the United States of America. The opinions expressed above concern only the effect of the laws (excluding the principles of conflict of laws) of Texas and the United States of America as currently in effect. This opinion is rendered solely as the date hereof, and we assume no obligation to supplement this opinion if any applicable laws change after the date of this opinion, or if we become aware of any facts that might change the opinions expressed above after the date of this opinion. This opinion may not be relied ...

Related to Continuing Disclosure

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.

  • Continuing Disclosure Certificate means that certain contractual undertaking executed by the District in connection with the issuance of the Refunding Bonds pursuant to paragraph (b)(5) of Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities and Exchange Act of 1934, dated as of the date of issuance of the Refunding Bonds, as amended from time to time in accordance with the provisions thereof.

  • Adverse Disclosure means any public disclosure of material non-public information, which disclosure, in the good faith judgment of the Chief Executive Officer or principal financial officer of the Company, after consultation with counsel to the Company, (i) would be required to be made in any Registration Statement or Prospectus in order for the applicable Registration Statement or Prospectus not to contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein (in the case of any prospectus and any preliminary prospectus, in the light of the circumstances under which they were made) not misleading, (ii) would not be required to be made at such time if the Registration Statement were not being filed, and (iii) the Company has a bona fide business purpose for not making such information public.