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to the <br /> <br />the Preliminary Official Statement or the Final Official Statement as amended or <br />supplemented might include an untrue statement of a matedal fact, or omit to state <br />any material fact necessary to make the statements therein, in light of the <br />circumstances under which they were made, not misleading, the City shall promptly <br />notify the Underwriter in writing of such event. Any information supplied by the City <br />for inclusion in any amendments or supplements to the Preliminary or Final Official <br />Statement will not contain any untrue or misleading statement of a matedal fact <br />relating to the City or omit to state any material fact relating to the City necessary <br />to make the statements therein, in light of the circumstances under which they <br />were made, not misleading. <br /> <br />5. City Representations and Warranties. <br />Underwriter that: <br /> <br />The City represents and warrants <br /> <br /> (a) The City is a general law city organized and existing under the laws <br />of the State of California (the "State"). <br /> <br /> (b) By official action of the City, the City has duly approved the Resolution <br />of Issuance in accordance with the Bond Law; the City has duly approved the <br />Resolution of Intention in accordance with the 1913 ACt; the City has, and at the <br />date of the Closing will have, full legal right, power and authority to enter into this <br />Purchase Contract, to adopt the Resolutions, and to issue and deliver the Bonds <br />to the Underwriter as provided herein; the City has duly authorized and approved <br />the execution and delivery of, and the performance by the City of the obligations' <br />contained in, the Bonds, this Purchase Contract and the Resolutions, and all other <br />transactions contemplated by the Official Statement, and the City is and will be at <br />Closing in compliance with the provisions of the Resolutions. <br /> <br /> (c) The Official Statement was, as of its date, true and correct in all <br />material respects, contains no misstatement of any material fact and does not omit <br />any statement and information that is necessary to make the statements and <br />information contained therein not misleading in any material respect. <br /> <br /> (d) The special assessments constituting the security for the Bonds have <br />been duly and lawfully levied under and pursuant to the 1913 ACt and such <br />assessments are valid and legally binding liens on the properties on which they <br />have been levied. <br /> <br /> (e) The Resolution of Issuance created a valid pledge of the lien of the <br />unpaid assessments providing the security for the Bonds. <br /> <br /> (0 As of the time of acceptance hereof and as of the date of the Closing, <br />except as otherwise disclosed in the Official Statement, the execution and delivery <br />of this Purchase Contract, the issuance of the Bonds and the adoption of the <br />Resolutions and compliance with the provisions of each of such agreements or <br />instruments do not and will not conflict with or constitute a breach of or default <br /> <br />-3- <br /> <br /> <br />