RES 94044 - Laserfiche WebLink

subdivisions, sentences, clauses or phrases hereof or the application thereof to any person or circumstance may be held to be unconstitutional, unenforceable or invalid. Section 8.07. Assignment. This Installment Purchase Contract and any rights hereunder shall be assigned by the Authority, as a whole, to the Trustee or any successor in interest to the Trustee, without the necessity of obtaining the prior consent of the City. The City may not assign any of its rights hereunder without first delivering to the Trustee an opinion of nationally recognized bond counsel to the effect that such assignment will not affect the exclusion of interest on the Bonds from gross income for federal income tax purposes, and that such assignment will not materially adversely affect the rights of the Owners. Section 8.08. Net Contract. This Installment Purchase Contract shall be deemed and construed to be a net- net-net contract, and the City shall pay absolutely net during the term hereof the Installment Payments, the interest thereon and all other payments required hereunder free of any deductions and without abatement, diminution or set-off whatsoever. Section 8.09. California Law. This Installment Purchase Contract shall be construed and govemed in accordance with the laws of the State of California. Section 8.10. Notices. All written notices to be given hereunder shall be given by certified mail to the party entitled thereto at its address set forth below, or at such other address as such party may provide to the other party in writing from time to time namely: If to the City: City of Pleasanton 123 Main Street Pleasanton, California 94566 Attention: Finance Director If to the Authority: Pleasanton Joint Powers Financing Authority 123 Main Street Pleasanton, California 94566 Attention: Executive Director If to the Trustee: First Trust California 10i California Street Suite 1150 San Francisco, California 94111 26 940670 ! W. LA 1