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$70,200,000 SILICON VALLEY CLEAN WATER (San Mateo County, California) 2015 WASTEWATER REVENUE BONDS CONTINUING DISCLOSURE CERTIFICATE OF THE CITY OF REDWOOD CITY This CONTINUING DISCLOSURE CERTIFICATE (this "Disclosure Certificate"), is executed and delivered by the CITY OF REDWOOD CITY (the "City") in connection with the issuance by Silicon Valley Clean Water (the "Authority") of its $70,200,000 Silicon Valley Clean Water 2015 Wastewater Revenue Bonds (the "Bonds"). The Bonds are being issued under an Indenture of Trust dated as of November 1 , 2015 (the "Indenture") , between the Authority and The Bank of New York Mellon Trust Company, N.A. , as trustee (the "Trustee") . The Bonds are payable from revenues including payments to be made by the City under a Financing Agreement (the "Financing Agreement"), between • the Authority and the City. The City covenants and agrees as follows: Section 1 . Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with S.E.C. Rule 15c2-12(b)(5). Section 2. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms have the following meanings: "Annual Report" means any Annual Report provided by the City under and as described in Sections 3 and 4 . "Annual Report Date" means the date that is nine months after the end of the City's fiscal year (currently March 31 based on the City's fiscal year end of June 30). "Dissemination Agent" means any Dissemination Agent designated in writing by the City and which has filed with the City a written acceptance of such designation. As of the date of this Disclosure Certificate, no Dissemination Agent has been appointed. "MSRB" means the Municipal Securities Rulemaking Board , which has been designated by the Securities and Exchange Commission as the sole repository of disclosure information for purposes of the Rule, or any other repository of disclosure information that may be designated by the Securities and Exchange Commission as such for purposes of the Rule in the future. "Participating Underwriter" means Stifel, Nicolaus & Company, Incorporated , as the original underwriter of the Bonds required to comply with the Rule in connection with offering of the Bonds. "Rule" means Rule 15c2-12(b) (5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended from time to time.