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(d) The execution and delivery of this Purchase <br />Ccntract and the bonds, the adoption of the Resolution and <br />the other Proceedings, and compliance with the provisions of <br />each thereof, and the carrying out and consummation of <br />transactions contemplated by the Offering Memorandum, will <br />not conflict with or constitute a breach of or a default <br />under any applicable law or administrative regulation of the <br />State of California or the United States, or any applicable <br />judgement, decree, agreement or other instrument to which <br />the City is a party or is otherwise subject; <br /> <br /> (e) To the knowledge of the City, at the time of the <br />City's acceptance hereof and at all times subsequent thereto <br />up to and including the time of the Closing, with respect to <br />information describing the City and the Proceedings <br />conducted by the City, the Offering Memorandum does not and <br />will not contain any untrue statement of a material fact or <br />omit to state a material fact required to be stated therein <br />or necessary to make the statements therein, in the light of <br />the circumstances under which they~ were made, not <br />misleading; <br /> <br /> (f) There is no action, suit, proceeding or <br />investigation before or by any court, public board or body <br />pending or, to the knowledge of the City, threatened, <br />wherein an unfavorable decision, ruling or finding would: <br />(i) affect the creation, organization, existence or powers <br />of the City or the titles of its Council members and <br />officers to their respective offices, (ii) enjoin or <br />restrain the issuance, sale and delivery of the Bonds, the <br />levy and collection of the Assessments, or the pledge <br />thereof, (iii) in any way question or affect any of the <br />rights, powers, duties or obligations of the City with <br />respect to the money pledged or to be pledged to pay the <br />principal of, premium, if any, or interest on the Bonds, <br />(iv) in any way question or affect any authority for the <br />issuance of the Bonds, or the validity or enforceability of <br />the Bonds or the Proceedings, or (v) in any way question or <br />affect this Purchase Contract, the documents referred to in <br />the Offering Memorandum, or any other agreement or <br />instrument to which the City is a party relating to the <br />Bonds; <br /> <br /> (g) The City will furnish such information, execute <br />such instruments and take such other action in cooperation <br />with the Underwriter, as the Underwriter may reasonable <br />request, to qualify the Bonds for offer and sale under the <br />Blue Sky or other securities laws and regulations of such <br />states and other jurisdictions of the United States as the <br /> <br /> <br />