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<br />-8- <br />contained in the Official Statement, as then supplemented or amended, to contain an <br />untrue statement of a material fact or to omit to state a material fact required to be stated <br />therein or necessary to make the information therein, in the light of the circumstances <br />under which it was presented, not misleading, the Successor Agency will notify the <br />Underwriter, and, if in the opinion of the Underwriter or the Successor Agency, or their <br />respective counsel, such event requires the preparation and publication of a supplement <br />or amendment to the Official Statement, the Successor Agency will cooperate in the <br />preparation of an amendment or supplement to the Official Statement in a form and <br />manner approved by the Underwriter, and shall pay all expenses thereby incurred. For <br />the purposes of this subsection, between the date hereof and the date which is 25 days <br />after the End of the Underwriting Period for the Bonds, the Successor Agency will <br />furnish such information with respect to itself as the Underwriter may from time to time <br />reasonably request. As used herein, the term “End of the Underwriting Period” means <br />the later of such time as: (i) the Successor Agency delivers the Bonds to the Underwriter; <br />or (ii) the Underwriter does not retain, directly or as a member of an underwriting <br />syndicate, an unsold balance of the Bonds for sale to the public. Notwithstanding the <br />foregoing, unless the Underwriter gives notice to the contrary, the Successor Agency <br />may assume that the “End of the Underwriting Period” is the Closing Date. <br /> <br />(s) If the information contained in the Official Statement is amended or <br />supplemented pursuant to paragraph (q) hereof, at the time of each supplement or <br />amendment thereto and (unless subsequently again supplemented or amended <br />pursuant to such subparagraph) at all times subsequent thereto up to and including the <br />date which is 25 days after the End of the Underwriting Period for the Bonds, the <br />portions of the Official Statement so supplemented or amended (including any financial <br />and statistical data contained therein) will not contain any untrue statement of a <br />material fact required to be stated therein or necessary to make the information therein <br />in the light of the circumstances under which it was presented, not misleading. <br /> <br />(t) The Oversight Board has duly adopted the Oversight Board Resolution and <br />no further Oversight Board approval or consent is required for the issuance of the Bonds <br />or the consummation of the transactions described in the Official Statement. <br /> <br />(u) The Department of Finance of the State (the “Department of Finance”) has <br />issued a letter, dated __________, 2018, approving the issuance of the Bonds (the “DOF <br />Letter”). No further Department of Finance approval or consent is required for the <br />issuance of the Bonds or the consummation of the transactions described in the Official <br />Statement. The Successor Agency has received its Finding of Completion from the <br />Department of Finance pursuant to section 34179.7 of the Dissolution Act. Except as <br />disclosed in the Official Statement, the Successor Agency is not aware of the Department <br />of Finance directing or having any basis to direct the County Auditor-Controller to <br />deduct unpaid unencumbered funds from future allocations to the Successor Agency <br />pursuant to Section 34183 of the Dissolution Act. <br /> <br />(v) As of the time of acceptance hereof and as of the Closing Date, the Successor <br />Agency has complied with the filing requirements of the Law, including, without <br />limitation, the filing of all Recognized Obligation Payment Schedules as required by law, <br />as well as sections 33080 to 33080.6 of the Law. <br /> <br />6. Covenants of the Successor Agency. The Successor Agency covenants with the <br />Underwriter as of the Closing Date as follows: <br /> <br />(a) The Successor Agency covenants and agrees that it will execute a continuing <br />disclosure certificate, constituting an undertaking to provide ongoing disclosure about <br />494