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“Financial Obligation” means a (i) debt obligation; (ii) derivative instrument entered into in
connection with, or pledged as security or a source of payment for, an existing or planned debt obligation;
or (iii) guarantee of a debt obligation or derivative instrument entered into in connection with, or pledged
as security or a source of payment for, an existing or planned debt obligation; provided, however, the term
“financial obligation” excludes municipal securities for which a final official statement has been provided
to the MSRB consistent with the Rule.
“Material Events” shall mean any of the events listed in Section 5(a) of this Continuing Disclosure
Agreement.
“MSRB” means the Municipal Securities Rulemaking Board established pursuant to Section
15B(b)(1) of the Securities Exchange Act of 1934. All documents provided to the MSRB shall be in an
electronic format and accompanied by identifying information, as prescribed by the MSRB. Initially, all
document submissions to the MSRB pursuant to this Continuing Disclosure Agreement shall use the
MSRB’s Electronic Municipal Market Access (EMMA) system at www.emma.msrb.org.
“Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the
Securities Exchange Act of 1934, as the same may be amended from time to time.
“Underwriter” means Colliers Securities LLC, and its successors and assigns.
Section 3. Provision of Annual Reports. (a) The Borrower will, or will cause the Dissemination
Agent to, not later than one hundred twenty (120) days following the end of the Borrower’s fiscal year,
commencing with the fiscal year ending in 2026, provide to the MSRB an Annual Report which is consistent
with the requirements described below. No later than fifteen (15) Business Days prior to said date, the
Borrower will provide the Annual Report to the Dissemination Agent. In each case, the Annual Report of
the Borrower may be submitted as a single document or as separate documents comprising a package and
may cross reference other information, provided that the audited financial statements for the prior calendar
year of the Borrower may be submitted separately from the balance of its Annual Report.
(b) If by fifteen (15) Business Days prior to the date specified in subsection (a) for providing
an Annual Report to the MSRB, the Dissemination Agent has not received a copy of the Annual Report,
the Dissemination Agent will contact the Disclosure Representative to determine if the Borrower is in
compliance with subsection (a).
(c) If the Dissemination Agent is unable to verify that an Annual Report has been provided to
the MSRB by the date required in subsection (a), the Dissemination Agent will send a notice to the MSRB
in substantially the form attached as Exhibit B to this Continuing Disclosure Agreement.
(d) The Dissemination Agent will file a report with the Borrower certifying that the Annual
Report has been provided pursuant to this Continuing Disclosure Agreement, stating the date it was
provided.
(e) The Dissemination Agent shall, within three (3) Business Days of receipt of the Annual
Report, provide such information to the MSRB without any further instruction or direction from the
Borrower.
Section 4. Content of Annual Reports. The Borrower’s Annual Report will contain or
incorporate by reference the financial information or operating data with respect to the Project, provided at
least annually, of the type included in Exhibit A hereto, which Annual Report may, but is not required to,
include Audited Financial Statements. If the Borrower’s audited financial statements are not available by
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