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Okaloosa County BOCC — November 4, 2014 — Preliminary Official Statement — reading text
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Disclosure
Certificate, the Issuer shall describe such amendment in the next Annual Report, and
shall include, as applicable, a narrative explanation of the reason for the amendment or
waiver and its impact on the type (or in the case of a change of accounting principles,
on the presentation) of financial information or operating data being presented by the
Issuer. In addition, if the amendment relates to the accounting principles to be
followed in preparing financial statements, (i) notice of such change shall be given in
the same manner as for a Listed Event under Section 5(c), and (ii) the Annual Report
for the year in which the change is made should present a comparison in narrative
form (and also, if feasible, in quantitative form) between the financial statements as
prepared on the basis of the new accounting principles and those prepared on the basis
of the former accounting principles.
SECTION 9. ADDITIONAL INFORMATION. Nothing in this Disclosure
Certificate shall be deemed to prevent the Issuer from disseminating any other
information, using the means of dissemination set forth in this Disclosure Certificate
or any other means of communication, or including any other information in any
Annual Report or notice of occurrence of a Listed Event, in addition to that which is
required by this Disclosure Certificate. If the Issuer chooses to include any
information in any Annual Report or notice of occurrence of a Listed Event in addition
to that which is specifically required by this Disclosure Certificate, the Issuer shall
have no obligation under this Certificate to update such information or include it in
any future Annual Report or notice of occurrence of a Listed Event.
SECTION 10. DEFAULT. In the event of a failure of the Issuer to comply
with any provision of this Disclosure Certificate, any Holder or Beneficial Owner of
the Bonds may take such actions as may be necessary and appropriate, including
seeking mandate or specific performance by court order, to cause the Issuer to comply
with its obligations under this Disclosure Certificate; provided, however, the sole
remedy under this Disclosure Certificate in the event of any failure of the Issuer to
comply with the provisions of this Disclosure Certificate shall be an action to compel
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performance. A default under this Disclosure Certificate shall not be deemed an Event
of Default under the Bond Resolution.
SECTION 11. DUTIES, IMMUNITIES AND LIABILITIES OF
DISSEMINATION AGENT. The Dissemination Agent shall have only such duties as
are specifically set forth in this Disclosure Certificate, and the Issuer agrees to
indemnify and save the Dissemination Agent, its officers, directors, employees and
agents, harmless against loss, expense and liabilities which it may incur arising out of
or in the exercise or performance of its powers and duties hereunder, including the
costs and expenses (including attorneys fees) of defending against any claim of
liability, but excluding liabilities due to the Dissemination Agent's negligence or
willful misconduct. The obligations of the Issuer under this Section shall survive
resignation or removal of the Dissemination Agent and payment of the Bonds.
SECTION 12. BENEFICIARIES. This Disclosure Certificate shall inure
solely to the benefit of the Issuer, the Dissemination Agent, the Participating
Underwriters and Holders and Beneficial Owners from time to time of the Bonds, and
shall create no rights in any other person or entity.
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Dated: December ____, 2014
OKALOOSA COUNTY, FLORIDA
By:______________________________
Charles K. Windes, Jr., Chairman
Board of County Commissioners
By:______________________________
John Hofstad, Interim County
Administrator
By:______________________________
Gary J. Stanford, Finance Director
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EXHIBIT A
NOTICE OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: Okaloosa County, Florida
Name of Bond Issue: Sales Tax Revenue Bonds, Series 2014
Date of Issuance: November 25, 2014
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Bonds as required by Sections 3 and 4 of the
Continuing Disclosure Certificate dated November 25, 2014. The Issuer anticipates
that the Annual Report will be filed by __________________.
Dated:
OKALOOSA COUNTY, FLORIDA
By:
Name:
Title:
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