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1996-012jk 96-12 RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT THE STATE OF TEXAS CITY OF SOUTHLAKE WHEREAS, the City of Southlake (the "Disclosure Party") and the Trinity River Authority of Texas (the "Issuer") have heretofore entered into, and may in the future enter into, contracts relating to the provision of facilities and/or services by the Issuer for the benefit of the Disclosure Party; and WITEREAS, in connection with the financing of the facilities and/or services provided by the Issuer for the benefit of the Disclosure Party, the Issuer has, and/or will, from time to time authorize, issue and deliver bonds (the 'Bonds") of the Issuer supported by payments to be made by the Disclosure Party pursuant to such contracts; and WHEREAS, the United States Securities and Exchange Commission has adopted Rule 15c2- 12, as amended from time to time (the "Rule"); and WHEREAS, the Rule provides that a broker, dealer or municipal securities dealer of Bonds issued after the effective dates set forth in the Rule, may not purchase or sell Bonds in connection with an offering thereof unless, prior to the purchase or sale thereof, "obligated persons", or entities acting on behalf of "obligated persons", have undertaken to provide certain updated financial information and operating data annually, and timely notice of specified material events, to certain information vendors; and WHEREAS, in order to comply with the Rule and facilitate the future issuance of Bonds, the Disclosure Party and the Issuer have agreed that it is deemed appropriate and necessary to enter into the Continuing Disclosure Agreement (the "Agreement") hereinafter authorized to be executed and delivered. THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE: Section 1. That the recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section. Section 2. That the Mayor, the Mayor Pro Tem or the City Manager of the Disclosure Party are hereby authorized and directed to execute and deliver, and the City Secretary is authorized and directed to attest, the Agreement substantially in the form and substance attached hereto. Section 3. That the Agreement shall become effective and enforceable in accordance with its terms immediately upon execution and delivery thereof for all intents and purposes. Section 4. That each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance, of the time, place and purpose of the meeting at which this Resolution was introduced, and that said Resolution would be introduced and considered for passage at said meeting, and each of said officers and members consented, in advance, to the holding of said meeting for such purpose, and that said meeting was open to the public and public notice of the time, place and purpose of said meeting was given, all as required by the Texas Government Code, Chapter 551. PASSED THIS DAY OF 96. 4/- Y SECRETARY MAYO i 1...........ir ls`EY, E, rF q O f' C":)i O s