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to pay the Installment Payments when due or otherwise perform any of its obligations <br />under the City Documents; and there shall not have occurred an adverse change in the <br />financial position of the Authority that materially adversely affects the ability of the <br />Authority to make payments of principal of and interest on the Bonds when due or <br />otherwise perform any of its obligations under the Authority Documents. <br />(B) At the time of the Closing, the Authority Documents and the City <br />Documents shall be in full force and effect, and shall not have been amended, modified, <br />or supplemented (except as may be agreed to in writing by the Underwriter); all actions <br />that, in the opinion of Best Best & Krieger LLP, Riverside, California, Bond Counsel <br />( "Bond Counsel'), shall be necessary in connection with the transactions contemplated <br />hereby shall have been duly taken and shall be in full force and effect; and the City shall <br />perform or shall have performed its obligations required under or specified in the City <br />Documents to be performed at or prior to the Closing and the Authority shall perform or <br />shall have performed its obligations required under or specified in the Authority <br />Documents to be performed at or prior to the Closing. <br />(C) At the time of the Closing, the Official Statement (as amended and <br />supplemented) shall be true and correct in all material respects, and shall not omit any <br />statement or information necessary to make the statements therein, in the light of the <br />circumstances under which they were made, not misleading. <br />(D) Except as disclosed in the Official Statement or in a schedule delivered to <br />the Underwriter at the Closing, no decision, ruling, or finding shall have been entered by <br />any court or Governmental Authority since the date of this Purchase Contract (and not <br />reversed on appeal or otherwise set aside) that has any of the effects described in <br />Section 8(F) hereof. <br />(E) (i) No default by the City or the Authority shall have occurred and be <br />continuing in the payment of the principal of or premium, if any, or interest on any bond, <br />note, or other evidence of indebtedness issued by the City or the Authority, respectively, <br />and (ii) no bankruptcy, insolvency, or other similar proceeding in respect of the City or <br />the Authority shall be pending or, to the knowledge of the City or the Authority, <br />contemplated. <br />(F) The Underwriter may terminate this Purchase Contract by written <br />notification to the Authority and the City if at any time after the date hereof and prior to <br />the Closing: <br />(i) legislation shall have been enacted by the United States or the <br />State or shall have been reported out of committee or be pending in committee, or <br />a decision shall have been rendered by a court of the United States or the Tax <br />Court of the United States, or a ruling shall have been made or a regulation, <br />proposed regulation, or a temporary regulation shall have been published in the <br />Federal Register or any other release or annoumeement shall have been made by <br />the Treasury Department of the United States or the Internal Revenue Service, <br />4633t186.2 <br />10 <br />