Bonus Purchase Agreement - Laserfiche WebLink

Home Browse Search

effect that such opinion addressed to the Authority may be relied upon by the Underwriter to the same extent as if it were addressed to the Underwriter; (b) Supplemental Opinion. A supplemental opinion of Bond Counsel, addressed to the Underwriter, in form and substance acceptable to counsel for the Underwriter, and dated the date of the Closing, to the following effect: (i) the Bonds conform as to form and tenor to the description thereof contained under the caption "THE BONDS" in the Official Statement, and the statements contained in the Official Statement under the captions "THE BONDS" (except for any information concerning The Depository Trust Company or its book- entry system), "SECURITY FOR THE BONDS," "TAX MATTERS," "APPENDIX A - Summary of Principal Legal Documents" and "APPENDIX C - Form of Bond Counsel Opinion," insofar as such statements purport to summarize certain provisions of the Act, the Bonds, the Indenture or applicable provisions of the United States Internal Revenue Code of 1986, as amended, present an accurate summary of such provisions; and (ii) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended; (c) Opinion of Authority Counsel, An opinion, dated the Closing Date and addressed to the Underwriter, of the Authority Counsel, substantially in the form set forth in Appendix D hereto; (d) Opinion of Counsel to Each Member. An opinion, dated the Closing Date and addressed to the Underwriter, of the City Attorney for each of the Members, substantially in the form of Appendix E hereto; (e) Opinion of Counsel to Trustee. An opinion, dated the Closing Date and addressed to the Underwriter, of Brobeck, Phleger & Harrison LLP, as counsel to the Trustee, substantially in the form of Appendix F hereto; (f) Opinion of Counsel to Underwriter. An opinion, dated the Closing Date and addressed to the Underwriter, of Cox, Castle & Nicholson, as counsel to the Underwriter, concerning such matters as the Underwriter may request; (g) Closing Certificate of Trustee. A certificate of the Trustee, dated the Closing Date, substantially in the form of Appendix G hereto; (h) Arbitrage Certificate. An arbitrage certificate executed by the Authority and satisfactory in form and substance to Bond Counsel and the Underwriter; (i) Continuing Disclosure Certificate of Authority. A Continuing Disclosure Certificate substantially in form and substance as set forth in Appendix E to the Official Statement, executed by an authorized officer of the Authority; KMLYDDAN 269E2 257329 6 9