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-4- <br />City with the Municipal Securities Rulemaking Board. The specific nature of the information to <br />be contained in the Annual Report and any notices of enumerated events is summarized below <br />under the caption “CONTINUING DISCLOSURE.” The form of the Continuing Disclosure <br />Certificate is set forth in APPENDIX F—FORM OF CONTINUING DISCLOSURE <br />CERTIFICATE. The covenants of the City in the Continuing Disclosure Certificate have been <br />made in order to assist the Underwriter in complying with S.E.C. Rule 15c2-12(b)(5). <br /> <br />Tax Matters <br /> <br />In the opinion of Jones Hall, A Professional Law Corporation, San Francisco, California, <br />Bond Counsel, based on existing statutes, regulations, rulings and court decisions and <br />assuming, among other matters, compliance with certain covenants, interest on the Bonds is <br />excludable from gross income for federal income tax purposes, and is not a specific preference <br />item for purposes of the federal individual or corporate alternative minimum taxes, although <br />Bond Counsel observes that it is included in certain income and earnings in calculating <br />corporate alternative minimum taxable income. In the further opinion of Bond Counsel, interest <br />on the Bonds is, under existing law, exempt from State of California personal income taxes. <br />Bond Counsel expresses no opinion regarding other federal or State tax consequences relating <br />to the ownership or disposition of, or the accrual or receipt of interest on, the Bonds. See “TAX <br />MATTERS.” <br /> <br />Professionals Involved in the Offering <br /> <br />The proceedings of the Authority and the City in connection with the issuance of the <br />Bonds are subject to the approval as to their legality of Jones Hall, A Professional Law <br />Corporation, San Francisco, California, Bond Counsel. Certain legal matters will be passed upon <br />for the Authority and the City by Quint & Thimmig LLP, Larkspur, California, as Disclosure <br />Counsel, and by Veronica Ramirez, Esq., the City Attorney. U.S. Bank National Association, San <br />Francisco, California, will act as the Trustee under the Indenture. William Euphrat Municipal <br />Finance, Inc. will act as municipal advisor to the Authority and the City. The fees of Bond <br />Counsel, the Municipal Advisor, and Disclosure Counsel and the Trustee are contingent upon <br />the sale and delivery of the Bonds. <br /> <br />Forward-Looking Statements <br /> <br />This Official Statement, and particularly the information contained under the headings <br />entitled “PROJECT,” “THE ENTERPRISE,” “RISK FACTORS RELATING TO THE BONDS” <br />and APPENDIX A—GENERAL INFORMATION ABOUT THE CITY OF REDWOOD CITY <br />AND SAN MATEO COUNTY, contains statements relating to future results that are “forward- <br />looking statements” as defined in the Private Securities Litigation Reform Act of 2000. When <br />used in this Official Statement, the words “estimate,” “forecast,” “intend,” “expect” and similar <br />expressions identify forward-looking statements. Such statements are subject to risks and <br />uncertainties that could cause actual results to differ materially from those contemplated in <br />such forward-looking statements. Any forecast is subject to such uncertainties. Inevitably, some <br />assumptions used to develop the forecasts will not be realized and unanticipated events and <br />circumstances may occur. Therefore, there are likely to be differences between forecasts and <br />actual results, and those differences may be material. The City is not obligated to issue any <br />updates or revisions to the forward-looking statements if or when its expectations, or events, <br />conditions or circumstances on which such statements are based occur. See “RISK FACTORS <br />RELATING TO THE BONDS” and “LIMITATIONS ON TAX REVENUES.” <br /> <br />8.C. - Page 29