RES 88496 - Laserfiche WebLink

by the Securities and Exchange Commission or other governmental agency having jurisdiction of the subject matter shall hereafter by made, the effect of which is that the Bonds are not exempt from the registration, qualification or other requirements of the Securities Act of 1933, as amended and as then in effect, the Securities Exchange Act of 1934, as amended and as then in effect, or of the Trust Indenture Act of 1939, as amended and as then in effect; or (iii) a stop order, ruling or regulation by the Securities and Exchange Commission shall hereafter be issued or made the effect of which is that the issuance, offering or sale of the Bonds, as contemplated hereby or by the Offering Memorandum, is in violation of any provision of the Securities Act of 1933, as amended and as then in effect, of the Securities Exchange Act of 1934, as amended and as then in effect; or (iv) there shall exist any event which in the judgment of the Underwriter makes untrue or incorrect in any material respect any statement or information contained in the Offering Memorandum; or (v) there shall have occurred any outbreak of hostilities or any national or international calamity or crisis, including financial crisis the effect of which on the financial markets of the United States is such as, in the judgment of the Underwriter, would materially adversely affect the market for the bonds or the sale, at the contemplated offering prices, by the purchasers of the Bonds; or (vi) there shall be in force a general suspension of trading of the New York Stock Exchange, the effect of which on the financial markets of the United States is such as, in the judgment of the Underwriter, would materially adversely affect the market for the bonds or the sale, at the contemplated offering prices, by the Underwriter of the Bonds; or (vii) a general banking moratorium shall have been declared by federal, California or New York authorities, the effect of which on the financial markets of the United States is such as, in the judgment of the Underwriter, would materially adversely affect the market for the Bonds or the sale, at the contemplated offering price, by the underwriter of the Bonds. (e) At or prior to the Closing, the Underwriter shall receive the following documents: (1) An unqualified approving opinion of Sturgis, Ness, Brunsell & Sperry, Emeryville, California, Bond Counsel, as to the Bonds, dated the date of Closing and substantially in the form attached hereto as Exhibit C. (2) A supplemental opinion of Bond Counsel addressed to the Underwriter and dated the date of the Closing to the following effect: (i) This Purchase Contract has been duly 6