RES 86136 - Laserfiche WebLink

question or affect any authority for the issuance for the Bonds, or the validity or enforceability of the bonds; or (v) in any way question or affect this Purchase Contract or the transactions contemplated by this Purchase Contract, the Offering Memorandum or the documents referred to in the Offering Memorandum; (6) A Certificate dated the date of Closing, addressed to the UndeFwriter and signed by an officer of Cushman & Wakefield of California, Inc., Appraisal Division, San Francisco, California, to the effect (i) that the statements and information set forth in the Offering Memorandum under the caption "Appraisal" and in the "Certificate of the Appraisal", attached to the Offering Memorandum as Appendix C fairly and accurately describes the Appraisal Report dated , relating to the properties assessed in the Proceedings, (ii) that the Appraisal Report is referred to in the Offering Memorandum with its consent and (iii) that, in connection with its participation in the preparation of the Offering Memorandum, it has no reason to believe that the Offering Memorandum, as of the date of Closing, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they were made, not misleading; (7) A Certificate dated the .+date of Closing, addressed to the Underwriter and signed by an officer of MacKay & Somps, San Jose, California, as the "Engineer of Work" for the Proceedings, to the effect that the statements and information in the Offering Memorandum as set forth under the captions "The District" and in appendix A thereto - "Assessment Diagram" and Appendix B thereto - "The Project", fairly and accurately describe the matters intended to be described therein and that, in connection with its participation in the preparation o~ the Offering Memorandum it has no reason to believe that the Offering Memorandum, as of the date of Closing, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to made the statements contained therein, in the light of the circumstances under which they were made, not misleading; (8) Such additional legal opinions, certificates, instruments and documents as the Underwriter may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the date of the Closing, of the City's representations and warranties contained herein and of the statements and information contained in the Offering Memorandum.