Official Statement Airport Commission City and County of San ...

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Amendment; Waiver Notwithstanding any other provision of the Disclosure Certificate, the Commission may amend the Disclosure Certificate, and any provision of the Disclosure Certificate may be waived, provided that the following conditions are satisfied: (a) If the amendment or waiver relates to the provisions described in the first paragraph under “Provision of Annual Disclosure Reports” or described under “Content of Annual Disclosure Reports” or described in the first paragraph under “Reporting of Significant Events”, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law or change in the identity, nature or status or an obligated person with respect to the 2010A Bonds, or the type of business conducted; (b) The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the 2010A Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (c) The amendment or waiver either (i) is approved by the Holders of the 2010A Bonds in the same manner as provided in the 1991 Master Resolution for amendments to the 1991 Master Resolution with the consent of the Holders, or (ii) does not, in the opinion of the Trustee or nationally recognized bond counsel, materially impair the interests of the Holders or Beneficial Owners of the 2010A Bonds. In the event of any amendment or waiver of any provision of the Disclosure Certificate, the Commission shall describe such amendment in the next Annual Disclosure 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 in accounting principles, on the presentation) of financial information or operating data being presented by the Commission. 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, and (ii) the Annual Disclosure 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. Additional Information Nothing in the Disclosure Certificate shall be deemed to prevent the Commission from disseminating any other information, using the means of dissemination set forth in the Disclosure Certificate or any other means of communication, or including any other information in any Annual Disclosure Report or notice of occurrence of a Listed Event, in addition to that which is required by the Disclosure Certificate. If the Commission chooses to include any information in any Annual Disclosure Report or notice of occurrence of a Listed Event in addition to that which is specifically required by the Disclosure Certificate, the Commission shall have no obligation under the Disclosure Agreement to update such information or include it in any future Annual Disclosure Report or notice of occurrence of a Listed Event. Default In the event of a failure of the Commission to comply with any provision of the Disclosure Certificate, the Trustee may (and, at the request of any Participating Underwriter or the Holders of at least 25% aggregate principal amount of Outstanding 2010A Bonds and upon receipt of indemnity satisfactory to the Trustee, shall), or any Holder or Beneficial Owner of the 2010A Bonds may take such actions as may be necessary and appropriate, including seeking specific performance by court order, to cause the Commission to comply with its obligations under the Disclosure Certificate. Failure by the Commission to comply with any provision of the Disclosure Certificate shall not be deemed an Event of Default under the 1991 Master Resolution, and the sole remedy under the Disclosure Certificate in the event of any failure of the Commission to comply with the Disclosure Certificate shall be an action to compel performance. E-4
Duties, Immunities and Liabilities of Dissemination Agent The Dissemination Agent shall have only such duties as are specifically set forth in the Disclosure Certificate. The Commission agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties under the Disclosure Certificate, including the costs and expenses (including reasonable 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 Commission under this paragraph shall survive resignation or removal of the Dissemination Agent and payment of the 2010A Bonds. Beneficiaries The Disclosure Certificate shall inure solely to the benefit of the Commission, the Trustee, the Participating Underwriter and Holders and Beneficial Owners from time to time of the 2010A Bonds, and shall create no rights in any other person or entity. E-5
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SAN FRANCISCO INTERNATIONAL AIRPORT
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2010A BONDS MATURITY SCHEDULE The i
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Information Provided by the Commiss
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Page Page VERIFICATION OF MATHEMATI
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The 2010A Bonds will be secured by
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Maturity Date (May 1) 2011 2012 201
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Interest on the 2010A Bonds will be
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Mandatory Sinking Fund Redemption T
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Redemption of Credit Provider Bonds
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SPECIAL CONSIDERATIONS RELATING TO
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“Operation and Maintenance Expens
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Fifth, to pay for necessary reconst
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Letter of Credit Upon the delivery
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Pooled Reserve Account The 1991 Mas
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No Acceleration The Bonds are not s
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LETTER OF CREDIT AND REIMBURSEMENT
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appealable judgment, to be null and
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In addition to revenues received fr
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In addition to these regulatory act
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Each of Moody’s, Standard & Poor
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Initiative, Referendum and Charter
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Jackson J. Wong was appointed Chief
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that supports all airlines in the I
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from $1.50 to $4.00. The Airport is
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Airport Security In the immediate a
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� United Airlines commenced daily
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The following table lists the air c
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During Fiscal Year 2008-09 approxim
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Domestic Enplanements. During Fisca
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International Enplanements. Interna
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Cargo Traffic and Landed Weight Car
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TOTAL LANDED WEIGHT BY AIRLINE †
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Settlement Agreement Under the Sett
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Expiration of the Settlement Agreem
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the beneficiaries (the people of th
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Hazardous Material Management Envir
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SUMMARY OF AIRPORT FINANCIAL RESULT
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Aviation Market Stimulus Program In
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On November 21, 2006, Travelex, the
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PRINCIPAL AIRPORT CONCESSIONAIRES
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Off-Airport Parking Facilities Seve
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INTEREST RATE SWAP POLICY MAXIMUM N
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The table below summarizes the inte
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SUMMARY OF PAYMENTS MADE BY THE AIR
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Voter Approved Changes to the Retir
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A decline in the actuarial value of
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Postemployment Health Care Benefits
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Under the Treasurer’s current inv
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Debt Service Requirements The follo
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Current and Future Financings Capit
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Other Matters In the regular course
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federal, state or local tax liabili
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MISCELLANEOUS This Official Stateme
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(This Page Intentionally Left Blank
Page 149 and 150: Introduction APPENDIX B INFORMATION
Page 151 and 152: APPENDIX C SUMMARY OF CERTAIN PROVI
Page 153 and 154: Closing Date means the date upon wh
Page 155 and 156: Interest Payment Date means each da
Page 157 and 158: the Trustee for cancellation; (b) B
Page 159 and 160: payment agreement with the United S
Page 161 and 162: Special Facility means any existing
Page 163 and 164: Revenue Fund; Allocation of Net Rev
Page 165 and 166: Moneys in the respective accounts i
Page 167 and 168: Investments are allocated. Amounts
Page 169 and 170: Subordinate Bonds The Commission ma
Page 171 and 172: act or thing the effect of which wo
Page 173 and 174: filing of any such petition or to t
Page 175 and 176: moneys, funds and properties pledge
Page 177 and 178: The recitals, statements and repres
Page 179 and 180: The Trustee or the Paying Agent, as
Page 181 and 182: to or greater than the Credit Facil
Page 183 and 184: (a) such 2010A Bonds sold by the Re
Page 185 and 186: The Remarketing Agent The Remarketi
Page 187 and 188: APPENDIX D SUMMARIES OF CERTAIN PRO
Page 189 and 190: computations made in accordance wit
Page 191 and 192: APPENDIX E SUMMARY OF CERTAIN PROVI
Page 193: statement, it must be available fro
Page 197 and 198: APPENDIX F INFORMATION REGARDING TH
Page 199 and 200: Ambac Assurance’s consolidated fi
Page 201 and 202: Capitalization of AGM At September
Page 203 and 204: The available amount of each MBIA s
Page 205 and 206: complaint also alleges that certain
Page 207 and 208: APPENDIX G PROPOSED FORM OF OPINION
Page 209 and 210: APPENDIX H JPMORGAN CHASE BANK, NAT
Page 211 and 212: The Available Amount (as hereinafte
Page 213 and 214: JPMorgan Chase Bank, National Assoc
Page 219 and 220: IN WITNESS WHEREOF, this Certificat
Page 221 and 222: (ii) $_______________________ is de
Page 227 and 228: The undersigned Transferor acknowle
Page 229 and 230: The Bank of New York Trust Company,
Page 233 and 234: The Bank of New York Trust Company,
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