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inadvisable to proceed with the offering or the delivery of the Bonds on the terms and in the <br />manner contemplated in the Preliminary Official Statement or the Official Statement; <br />(6) the declaration of a general banking moratorium by federal, State of Now <br />York or State of California authorities, or the general suspension of trading on any national <br />securities exchange or minimum or maximum prices for trading shall have been fixed and be in <br />force, or maximum ranges for prices for securities shall have been required and be in force on the <br />New York Stock Exchange or other national securities exchange, whether by virtue of <br />determination by that exchange or by order of the Securities and Exchange Commission (the <br />"SEC ") or any other governmental authority having jurisdiction that, in the Underwriter's <br />reasonable judgment, makes it impracticable for the Underwriter to market the Bonds or enforce <br />contracts for the sale of the Bonds; <br />(7) the imposition by the New York Stock Exchange or other national <br />securities exchange, or any governmental authority, of any material restrictions not now in force <br />with respect to the Bonds or obligations of the general character of the Bonds or securities <br />generally, or the material increase of any such restrictions now in force, including those relating <br />to the extension of credit by, or the charge to the net capital requirements of, the Underwriter; <br />(S) a material disruption in securities settlement, payment or clearance <br />services affecting the Bonds shall have occurred; <br />(9) there shall have been any material adverse change in the affairs of the City <br />that in the Underwriter's reasonable judgment will materially adversely affect the market for the <br />Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds; <br />(10) there shall be established any new restriction on transactions in securities <br />materially affecting the free market for securities (including the imposition of any limitation on <br />interest rates) or the extension of credit by, or a change to the net capital requirements of, <br />underwriters established by the New York Stock Exchange, the SEC, any other federal or State <br />agency or the Congress of the United States, or by Executive Order; or <br />(I1) a stop order, release, regulation, or no- action letter by or on behalf of the <br />SEC or any other governmental agency having jurisdiction of the subject matter shall have been <br />issued or made to the effect that the issuance, offering, or sale of the Bonds, including all the <br />underlying obligations as contemplated hereby or by the Official Statement, or any document <br />relating to the issuance, offering or sale of the Bonds is or would be in violation of any provision <br />of the federal securities laws at the Closing Date, including the Securities Act, the Exchange Act, <br />and the Trust Indenture Act of 1939, as amended. <br />(d) Closing Documents. On the Closing Date, the Underwriter shall have received <br />counterpart originals or certified copies of the following documents, in each case satisfactory in <br />form and substance to the Underwriter: <br />(1) The City Documents, together with a certificate dated as of the Closing <br />Date of the City Cleric to the effect that each such document is a true, correct and complete copy <br />of the one duly approved by the City Council; <br />55B -128 <br />