RES 85457 - Laserfiche WebLink

members and officers to their respective offices, (ii) enjoin or restrain the issuance, sale and delivery of the Bonds, the levy and collection of the Assessments, or the pledge thereof, (iii) in any way question or affect any of the rights, powers, duties or obligations of the City with respect to the moneys pledged or to be pledged to pay the principal of, premium, if any, or interest on the Bonds, (iv) in any way question or affect any authority for the issuance of the Bonds, or the validity or enforceability of the Bonds or the Proceedings, or (v) in any way question or affect this Purchase Contract or the transactions contemplated by this Purchase Contract, the Offering Memorandum, the documents referred to in the Offering Memorandum, or any other agreement or instrument to which the City is a party relating to the Bonds; (g) The City will furnish such information, execute such instruments and take such other action in cooperation with the Underwriter, as the Underwriter may reasonably request, to qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions of the United States as the Underwriter may designate, and will assist, if necessary therefor, in the continuance of such qualifications in effect as long as required for the distribution of the Bonds; provided, however, that the City shall not be required to qualify as a foreign corporation or to file any general consents to service of process under the laws of any state; (h) The issuance and sale of the Bonds is not subject to any transfer or other documentary stamp taxes of the State of California or any political subdivision thereof; (i) The City has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that the City is a bond issuer whose arbitrage certifications may not be relied upon; (j) Any certificate signed by any official of the City authorized to do so shall be deemed a representation and warranty by the City to the Underwriter as to the statements made therein; and (k) The City will apply the proceeds of the Bonds, including the investment thereof, in accordance with the Proceedings and as described in the Offering Memorandum. 8. If between the date of this Purchase Contract and the date ninety (90) days after the Closing an event occurs which.is materially adverse to the purpose for which the Offering Memorandum is to be used which is not disclosed in the Offering Memorandum, the City shall notify the Underwriter. 9. At 9:00 a.m., P.S.T., on October 15, 1985, or at such other time or on such other date as is mutually agreed by the City and the Underwriter, the City will deliver the Bonds to the Underwriter in definitive form, duly executed, together with the other documents hereinafter mentioned, and, subject to the terms and