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warranties of the Successor Agency contained in this Bond Purchase Agreement
<br /> and the due performance or satisfaction by the Successor Agency at or prior to
<br /> such time of all agreements then to be performed and all conditions then to be
<br /> satisfied by the Successor Agency pursuant to this Bond Purchase Agreement.
<br /> 9. Termination. The Underwriter shall have the right to cancel its obligations to purchase
<br /> the Bonds if between the date hereof and the Closing Date:
<br /> (a) a decision with respect to legislation shall be reached by a committee of the
<br /> House of Representatives or the Senate of the Congress of the United States, or
<br /> legislation shall be favorably reported by such a committee or be introduced, by
<br /> amendment or otherwise,in or be passed by the House of Representatives or the Senate,
<br /> or recommended to the Congress of the United States for passage by the President of the
<br /> United States, or be enacted or a decision by a federal court of the United States or the
<br /> United States Tax Court shall have been rendered, or a ruling, release, order, regulation
<br /> or offering circular by or on behalf of the United States Treasury Department, the
<br /> Internal Revenue Service or other governmental agency shall have been made or
<br /> proposed to be made having the purpose or effect, or any other action or event shall
<br /> have occurred which has the purpose or effect, directly or indirectly, of adversely
<br /> affecting the federal income tax consequences of owning the Bonds, including causing
<br /> interest on the Bonds to be included in gross income for purposes of federal income
<br /> taxation, or imposing federal income taxation upon revenues or other income of the
<br /> general character to be derived by the Successor Agency or by any similar body under
<br /> the Indenture or similar documents or upon interest received on obligations of the
<br /> general character of the Bonds which, in the reasonable opinion of the Underwriter,
<br /> materially adversely affects the market price of or market for the Bonds; or
<br /> (b) legislation shall have been enacted, or considered for enactment with an
<br /> effective date prior to the Closing Date, or a decision by a court of the United States shall
<br /> have been rendered, the effect of which is that of the Bonds, including any underlying
<br /> obligations, or the Indenture, as the case may be, are not exempt from the registration,
<br /> qualification or other requirements of the Securities Act of 1933, as amended and as then
<br /> in effect, the Securities Exchange Act of 1934, as amended and as then in effect, or the
<br /> Trust Indenture Act of 1939, as amended and as then in effect; or
<br /> (c) a stop order, ruling, regulation or offering circular by the Securities and
<br /> Exchange Commission or any other governmental agency having jurisdiction of the
<br /> subject matter shall have been issued or made or any other event occurs, the effect of
<br /> which is that the issuance, offering or sale of the Bonds, including any underlying
<br /> obligations, or the delivery or performance of the Indenture or the Disclosure
<br /> Certificates, as contemplated hereby or by the Official Statement, is or would be in
<br /> violation of any provisions of the federal securities laws, including the Securities Act of
<br /> 1933, as amended and as then in effect, the Securities Exchange Act of 1934, as amended
<br /> and as then in effect, or the Trust Indenture Act of 1939, as amended and as then in
<br /> effect; or
<br /> (d) any event shall have occurred or any information shall have become known
<br /> to the Underwriter which causes the Underwriter to reasonably believe that the Official
<br /> Statement as then amended or supplemented includes an untrue statement of a material
<br /> fact, or omits to state any material fact necessary to make the statements therein, in light
<br /> of the circumstances under which they were made,not misleading; or
<br /> (e) there shall have occurred any outbreak or escalation of hostilities or any
<br /> national or international calamity or crisis, including a financial crisis,the effect of which
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