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CERTAIN LEGAL MATTERS <br /> Jones Hall Hill&White,A Professional Law Corporation,San Francisco, California,Bond Counsel, <br /> will render an opinion with respect to the validity and enforceability of the Indenture and as to the validity <br /> of the Bonds. The proposed form of such opinion is attached hereto as Appendix C. <br /> Certain legal matters will be passed upon for the Underwriter by Cox, Castle & Nicholson, LLP, <br /> Los Angeles, California, for the Authority by Jones Hall Hill & White, A Professional Law Corporation, <br /> and for each Member by its City Attorney. <br /> MISCELLANEOUS <br /> The purpose of this Official Statement is to supply information to prospective buyers of the Bonds. <br /> Quotations from and summaries and explanations of the Bonds, the Indenture and the Lease Agreements <br /> contained herein do not purport to be complete and reference is made to said documents for full and <br /> complete statements of their provisions. <br /> Appropriate Authority and Member officials, acting in their official capacity, have reviewed this <br /> Official Statement and have determined that as of the date thereof the information contained herein is, to the <br /> best of their knowledge and belief, true and correct in all material respects and does not contain an untrue <br /> statement of a material fact or omit to state a material fact necessary in order to make the statements made, <br /> in the light of the circumstances under which they were made, not misleading. The appropriate Authority <br /> and Member officials will execute certificates to this effect upon delivery of the Bonds. <br /> This Official Statement and its distribution have been duly authorized and approved by the Authority <br /> and the Members. <br /> COUNTYWIDE PUBLIC FINANCING AUTHORITY <br /> By: (:i(/(ss /C.f <br /> Chairman <br /> 22 <br />