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<br />.
<br />
<br />.
<br />
<br />(g) The audited financial statements of the City contained in the
<br />Official Statement present fairly the financial position of the City as of
<br />September 30, 1990, and the results of its operations for the year then ended,
<br />in conformity with generally accepted accounting principles;
<br />
<br />(h) Between the date of this Bond Purchase Agreement and
<br />Closing, the City will not, without the prior written consent of the
<br />Underwriter, issue any additional bonds, notes or other obligations for
<br />borrowed money payable in whole or in part from ad valorem taxes, and the
<br />City will not incur any material liabilities, direct or contingent, nor will there
<br />be any adverse change of a material nature in the financial position of the
<br />City;
<br />
<br />(i) Except as described in the Official Statement, no litigation is
<br />pending or, to the knowledge of the City, threatened in any court affecting
<br />the corporate existence of the City, the tItle of its officers to their respective
<br />offices, or seeking to restrain or enjoin the issuance or delivery of the Bonds,
<br />the levy or the collection of taxes pledged or to be pled~ed to pay the
<br />principal of and interest on the Bonds, or in any way contestmg or affecting
<br />the issuance, execution, delivery payment, security or validity of the Bonds, or
<br />in any way contesting or affecting the validity or enforceability of the Bond
<br />Ordinance, the Escrow Agreement, or this Bond Purchase Agreement, or
<br />contesting the powers of the City, or any authority for the Bonds, the Bond
<br />Ordinance, the Escrow Agreement, or this Bond Purchase Agreement or
<br />contesting in any way the completeness, accuracy or fairness of the
<br />Preliminary Official Statement or the Official Statement;
<br />
<br />(j) The City will cooperate with the Underwriter, at the
<br />Underwriter's request and expense, in arrangin~ for the qualification of the
<br />Bonds for sale and the determination of their elIgibility for investment under
<br />the laws of such jurisdictions as the Underwriter designates, and will use its
<br />best efforts to continue such qualifications in effect so long as required for
<br />distribution of the Bonds; provided, however, that the City will not be
<br />required to execute a general consent to service of process or to qualify to do
<br />business in connection with any such qualification in any jurisdiction;
<br />
<br />(k) The description contained in the Official Statement of the
<br />Bonds, the Escrow Agreement and the Bond Ordinance accurately reflect the
<br />provisions of such Instruments, and the Bonds, when validly executed,
<br />authenticated and delivered in accordance with the Bond Ordinance and sold
<br />to the Underwriter as provided herein, will be validly issued and outstanding
<br />direct obligations of the City entitled to the benefits of, and subject to the
<br />limitations contained in, the Bond Ordinance; and
<br />
<br />(1) If prior to the Closing an event occurs affecting the City which
<br />is materially adverse for the purpose for which the Official Statement is to be
<br />used and is not disclosed in the Official Statement, the City shall notify the
<br />Underwriter, and if in the opinion of the City or the Underwriter such event
<br />requires a supplement or amendment to the Official Statement, the City will
<br />supplement or amend the Official Statement in a form and in a manner
<br />approved by the Underwriter.
<br />
<br />6. Closing. At 10:00 A.M., Central Daylight Savings Time, on June 11,
<br />1991 (the "Closing"), or such later time as shaH be agreeable to the Underwriter and
<br />
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