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<br />C-1 <br />APPENDIX C <br /> <br />FORM OF CONTINUING DISCLOSURE CERTIFICATE <br /> <br /> <br />$__________ <br />PLEASANTON JOINT POWERS FINANCING AUTHORITY <br />2026 WATER REVENUE BONDS <br /> <br /> <br />This Continuing Disclosure Certificate (this “Disclosure Certificate”) is executed and <br />delivered by the City of Pleasanton (the “City”) in connection with the issuance of the above- <br />captioned bonds (the “2026 Bonds”). The 2026 Bonds are being issued by the Pleasanton <br />Joint Powers Financing Authority (the “Authority”) under an Indenture of Trust dated as of <br />October 1, 2026 (the “Indenture”) by and between the Authority and U.S. Bank Trust Company, <br />National Association, as trustee (the “Trustee”). The City covenants and agrees as follows: <br /> <br />Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being <br />executed and delivered by the City for the benefit of the holders and beneficial owners of the <br />2026 Bonds and in order to assist the Participating Underwriter in complying with the Rule <br />(defined herein). <br /> <br />Section 2. Definitions. In addition to the definitions set forth in the Indenture, which <br />apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this <br />Section, the following capitalized terms shall have the following meanings: <br /> <br />“Annual Report” means any Annual Report provided by the City pursuant to, and as <br />described in, Sections 3 and 4. <br /> <br />“Annual Report Date” means the date that is nine months after the end of the City’s fiscal <br />year (currently March 31 based on the City’s fiscal year end of June 30). <br /> <br />“Dissemination Agent” means, initially, Digital Assurance Certification, or any successor <br />Dissemination Agent designated in writing by the City and which has filed with the City a written <br />acceptance of such designation. <br /> <br />“Listed Events” means any of the events listed in Section 5(a). <br /> <br />“MSRB” means the Municipal Securities Rulemaking Board, which has been designated <br />by the Securities and Exchange Commission as the sole repository of disclosure information for <br />purposes of the Rule, or any other repository of disclosure information that may be designated <br />by the Securities and Exchange Commission as such for purposes of the Rule in the future. <br /> <br />“Official Statement” means the final official statement dated _______, 2026, executed by <br />the City in connection with the issuance of the 2026 Bonds. <br /> <br />“Participating Underwriter” means any original underwriter of the 2026 Bonds required to <br />comply with the Rule in connection with the issuance of the 2026 Bonds. <br /> <br />“Rule” means Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission <br />under the Securities Exchange Act of 1934, as it may be amended from time to time. <br />Page 262 of 318