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(k) The Successor Agency will furnish such information, execute such <br />instruments and take such other action in cooperation with the Underwriter and at the <br />expense of the Underwriter as the Underwriter may reasonably request in order (i) to qualify <br />the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of <br />such states and other jurisdictions of the United States as the Underwriter may designate and <br />(ii) to determine the eligibility of the Bonds for investment under the laws of such states and <br />other jurisdictions, and will use its best efforts to continue such qualifications in effect so <br />long as required for the distribution of the Bonds; provided, however, that the Successor <br />Agency will not be required to execute a special or general consent to service of process or <br />qualify as a foreign corporation in connection with any such qualification or determination in <br />any jurisdiction. <br />(1) All authorizations, approvals, licenses, permits, consents, elections, and <br />orders of or filings with any governmental authority, legislative body, board, agency or <br />commission having jurisdiction in the matters which are required by the Closing Date for the <br />due authorization of, which would constitute a condition precedent to or the absence of which <br />would adversely affect the due performance by the Successor Agency of, its obligations <br />under the hidenture and the Escrow Agreement has been duly obtained or made and are in <br />full force and effect. <br />(m) Between the date of this Bond Purchase Agreement and the Closing Date, the <br />Successor Agency will not offer or issue any bonds, notes or other obligations for borrowed <br />money not previously disclosed in writing to the Underwriter. <br />(n) The Successor Agency will apply the proceeds of the Bonds in accordance <br />with the Indenture and as described in the Preliminary Official Statement and the Official <br />Statement. <br />(o) Except as otherwise described in the Official Statement, as of the Closing <br />Date, the Successor Agency will not have outstanding any indebtedness which indebtedness <br />is secured by a lien on the Tax Revenues on a parity with or senior to the lien provided for in <br />the Indenture on the Tax Revenues. <br />(p) Except as described in the Preliminary Official Statement and the Official <br />Statement and based upon a review of their previous undertakings, neither the Former <br />Agency nor the Successor Agency has failed, within the last five years, to comply in all <br />material respects with any undertaking of the Successor Agency or the Former Agency, <br />respectively, pursuant to Rule 15c2-12. <br />(q) If between the date hereof and the date which is 25 days after the End of the <br />Underwriting Period for the Bonds, an event occurs which would cause the information <br />contained in the Official Statement, as then supplemented or amended, to contain an untrue <br />statement of a material fact or to omit to state a material fact required to be stated therein or <br />necessary to make the information therein, in the light of the circumstances under which it <br />was presented, not misleading, the Successor Agency will notify the Underwriter, and, if in <br />the opinion of the Underwriter or the Successor Agency, or their respective counsel, such <br />event requires the preparation and publication of a supplement or amendment to the Official <br />Statement, the Successor Agency will cooperate in the preparation of an amendment or <br />supplement to the Official Statement in a form and manner approved by the Underwriter, and <br />6 <br />SA -3-98 <br />