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<br />. <br /> <br />. <br /> <br />. <br /> <br />on the date this Resolution is adopted as planned for public <br />use, or property to be used for public streets, public <br />off street parking, sewage facilities, parks, easements or <br />right-of-way for public utilities, or other similar uses) to <br />public bodies or other persons or entities whose property is <br />tax exempt, unless such disposition will not result in the <br />security of the Bonds or the rights of Bondholders being <br />substantially impaired, as shown by an Opinion of Counsel, <br />based upon the certificate or opinion of an Independent <br />Financial Consultant appointed by the Agency. <br /> <br />Covenant 9. Protection of Security and Rights of <br />Bondholders; No Arbitrage. The Agency covenants and agrees to <br />preserve and protect the security of the Bonds and the rights <br />of the Bondholders and to contest by court action or otherwise <br />(a) the assertion by any officer of any government unit or any <br />other person whatsoever against the Agency that (i) the Law is <br />unconstitutional or (ii) that the Pledged Revenues pledged <br />hereunder cannot be paid to the Agency for the debt service on <br />the Bonds, or (b) any other action affecting the validity of <br />the Bonds or diluting the security therefor, or (c) any <br />assertion by the United States of America or any department or <br />agency thereof or any other person that the interest received <br />by the Bondholders is taxable under federal income tax laws by <br />reason of any action of the Agency. The Agency covenants and <br />agrees to take no action which, in the Opinion of Counsel, <br />would result in (a) the Pledged Revenues being withheld unless <br />the withholding is being contested in good faith, and (b) the <br />interest received by the Bondholders becoming taxable under <br />federal income tax laws. The Agency covenants and agrees that <br />it will make no use of the proceeds of the Bonds at any time <br />during the term thereof which will cause the Bonds to be <br />"arbitrage bonds" within the meaning of Section 103(c) or <br />"consumer loan bonds" within the meaning of Section 103(0) of <br />the United States Internal Revenue Code of 1954, as amended, <br />and applicable regulations adopted thereunder by the Internal <br />Revenue Service, and the Agency hereby assumes the obligation <br />to comply with Section 103(c) and Section 103(0) and the <br />regulations throughout the term of the Bonds. <br /> <br />Covenant 10. Compliance with Law. The Agency <br />covenants that it will comply with the requirements of the <br />Law. Without limiting the generality of the foregoing, the <br />Agency covenants and agrees to file all required statements and <br />hold all public hearings required under Section 33334.6 and <br />33675 of the Law to assure compliance by the Agency with its <br />covenants hereunder. <br /> <br />Covenant 11. Limitation on Indebtedness. The Agency <br />covenants and agrees that is has not and will not incur any <br />loans, obligations or indebtedness repayable from Pledged <br />Revenues such that the total aggregate debt service on said <br />loans, obligations or indebtedness incurred from and after the <br />date of adoption of the Redevelopment Plan, when added to the <br /> <br />12-02-85 <br />9553p/2281/01 <br /> <br />-30- <br />