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12 <br />(xi)Documents. <br />(A)An original executed copy of each of the AgencyDocuments, <br />which shall be delivered and in full force and effect; <br />(B)The Official Statement, approved by the Agency; <br />(C)A certificate, dated the date of the Preliminary Official <br />Statement, of the Agency, to the effect that, for purposes of compliance with the Rule, the Agency <br />deems the Preliminary Official Statement to be final as of its date; <br />(D)A tax certificate or certificates with respect to maintaining the <br />tax-exempt status of the Bonds, duly executed by the Agency; <br />(E)Copies of the preliminary and final notices to the California <br />Debt and Investment Advisory Agency relating to the Bonds; <br />(F)[theReserve Surety;] <br />(G)[The Policy;] <br />(xii)Evidence that the ratings on the Bonds are as described in the Official <br />Statement; <br />(xiii)[An opinion of counsel to the Insureras to the due authorization and <br />enforceability of the Policyand the Reserve Surety;]and <br />(xiv)Such additional legal opinions, certificates, proceedings, instruments <br />and other documents as the Underwritermay reasonably request to evidence the truth and accuracy, <br />as of the Closing Date, of the representations contained herein and in the Official Statement and the <br />due performanceor satisfaction by the Trusteeand the Agencyat or prior to such time of all <br />agreements then to be performed and all conditions then to be satisfied in connection with the <br />delivery and sale of the Bonds. <br />If the Agencyshall be unable to satisfy the conditions contained in this Purchase Agreement, <br />or if the obligations of the Underwritershall be terminated for any reason permitted by the Purchase <br />Agreement, the Purchase Agreement shall terminate and neither the Underwriternor the Agency <br />shall be under any further obligation hereunder. <br />8.Expenses. <br />(a)The Agency will pay or cause to be paid the approved expenses incident to <br />the performance of its obligations hereunder and certain expenses relating to the sale of the Bonds, <br />including, but not limited to, (a) the cost of the preparation and printing or other reproduction of the <br />Agency Documents (other than this Purchase Agreement); (b) the fees and disbursements of Bond <br />Counsel, Disclosure Counsel, the Financial Advisor, Fiscal Consultant and any other experts or other <br />consultants retained by the Agency; (c) the costs and fees of the credit rating agencies; (d) the cost of <br />preparing and delivering the definitive Bonds; (e) the cost of providing immediately available funds <br />on the Closing Date; (f) the cost of the printing or other reproduction of the Preliminary Official