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<br /> <br /> <br /> <br /> <br />3 <br />Section 5. Amendment. These Instructions shall be irrevocable by the Successor <br />Agency. These Instructions may be amended or supplemented by the Successor Agency, but <br />only if the Successor Agency shall file with the 2008 Trustee and the 2018 Trustee (a) an opinion <br />of nationally recognized bond counsel engaged by the Successor Agency stating that such <br />amendment or supplement will not, of itself, adversely affect the exclusion from gross income of <br />interest on the 2008 Bonds or the 2018 Bonds under federal income tax law, and (b) a certification <br />of an independent accountant or independent financial adviser engaged by the Successor Agency <br />stating that such amendment or supplement will not affect the sufficiency of funds invested and <br />held hereunder to make the payments required by Section 3. <br /> <br />Section 6. Application of Certain Terms of the 2008 Indenture. All of the terms of the <br />2008 Indenture relating to the payment of principal of and interest and repayment premium, if any, <br />on the 2008 Bonds and the redemption thereof, and the protections, immunities and limitations <br />from liability afforded the 2008 Trustee, are incorporated in these Instructions as if set forth in full <br />herein. <br /> <br />Section 7. Counterparts. These Instructions may be signed in several counterparts, <br />each of which will constitute an original, but all of which will constitute one and the same <br />instrument. <br /> <br /> <br />416