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Cont. (Part 3)
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Vol. 1- City of Santa Ana Financing Authority (Police Admin. and Holding Facility)
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Cont. (Part 3)
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(k) Consents and Approvals . All authorizations, <br /> approvals, licenses, permits, consents and orders of or <br /> filings with any governmental authority, legislative body, <br /> board, agency or commission having jurisdiction in the <br /> matters which are required for the due authorization of, <br /> which would constitute a condition precedent to or the <br /> absence of which would materially adversely affect the due <br /> performance by the Authority of its obligations in <br /> connection with, the Authority Documents or the JPA <br /> Agreement have been duly obtained or made, except as may be <br /> required under the Blue Sky or securities laws of any state <br /> in connection with the offering and sale of the Bonds. <br /> (1) Validity of Authority Documents and JPA Agreement. <br /> The JPA Agreement is, and the Authority Documents when <br /> executed and delivered by the Authority, will be legally <br /> valid and binding obligations of the Authority enforceable <br /> against the Authority in accordance with their respective <br /> terms, except as enforcement may be limited by bankruptcy, <br /> insolvency, reorganization, moratorium or similar laws or <br /> equitable principles relating to or limiting creditors' <br /> rights generally. <br /> (m) No Other Obligations. Between the date of this <br /> Purchase Contract and the date of Closing, the Authority <br /> will not, without the prior written consent of the <br /> Representative, offer or issue any bonds, notes or other <br /> obligations for borrowed money, or incur any material <br /> liabilities, direct or contingent. <br /> (n) Certificates . Any certificate signed by any <br /> official of the Authority and delivered to the <br /> Representative shall be deemed to be a representation and <br /> warranty by the Authority to the Underwriters as to the <br /> statements made therein. <br /> (o) Compliance With Rule 15c2-12 . The Preliminary <br /> Official Statement heretofore delivered to the <br /> Representative is deemed final by the Authority as of its <br /> date and as of the date hereof, except for the omission of <br /> such information as is permitted to be omitted in accordance <br /> with paragraph (b) (1) of Rule 15c2-12; provided, however, <br /> that the foregoing certification as to the finality of the <br /> Official Statement does not include a certification as to <br /> the section entitled "BOND INSURANCE" therein or Appendix F <br /> thereto. The Underwriters' obligations under this Contract <br /> of Purchase shall be subject to the receipt, on the date <br /> hereof, of a certificate dated the date of the Preliminary <br /> Official Statement from the Insurer to the effect that the <br /> portions of the Official Statement under the caption "BOND <br /> INSURANCE" and in Appendix F thereto are final as of its <br /> date for purposes of Rule 15c2-12 except for information <br /> permitted to be omitted therefrom by Rule 15c2-12 . The <br /> 7 <br />
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