RES 2024025 - Laserfiche WebLink

E-1 APPENDIX E FORM OF OPINION OF BOND COUNSEL [Closing Date] Pleasanton Joint Powers Financing Authority P.O. Box 520 Pleasanton, California 94566 OPINION: $___________ Pleasanton Joint Powers Financing Authority 2024 Water Revenue Bonds Members of the Authority: We have acted as bond counsel to the Pleasanton Joint Powers Financing Authority (the “Authority”) in connection with the issuance by the Authority of its Pleasanton Joint Powers Financing Authority 2024 Water Revenue Bonds in the aggregate principal amount of $___________ (the “Bonds”), under an Indenture of Trust dated as of June 1, 2024 (the “Indenture”), between the Authority and U.S. Bank Trust Company, National Association, as trustee, and under the provisions of Article 4 of Chapter 5, Division 7, Title 1 of the Government Code of the State of California, commencing with Section 6584 of said Code (the “Bond Law”). The Bonds are secured by Revenues as such term is defined in the Indenture, including installment payments (the “Installment Payments”) made by the City of Pleasanton (the “City”) under an Installment Sale Agreement dated as of June 1, 2024 (the “Installment Sale Agreement”) between the Authority and the City. We have examined such certified proceedings and other papers as we deem necessary to render this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Authority and the City contained in the Indenture, the Installment Sale Agreement and in the certified proceedings, and upon other certifications furnished to us, without undertaking to verify the same by independent investigation. Based upon our examination we are of the opinion, under existing law, that: 1. The Authority is a joint powers agency duly organized and existing under the laws of the State of California, with power to enter into the Indenture, to perform the agreements on its part contained therein and to issue the Bonds. 2. The Bonds have been duly issued by the Authority and constitute legal, valid and binding special obligations of the Authority enforceable in accordance with their terms. 3. The Indenture and the Installment Sale Agreement have been duly authorized, executed and delivered by the Authority and constitute legal, valid and binding obligations of the Authority enforceable against the Authority in accordance with their respective terms. 4. The Indenture establishes a valid lien on and security interest in the Revenues and other funds pledged thereby for the security of the Bonds, in accordance with the terms of the Indenture.