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whichthe Bank is bound,and no approval or other action by any governmental authority or agency having supervisory authority over the Bank is required to be obtained by the Bank in order to perform its functions under the Resolution,and(D)to the best of such representative's knowledge, there is no action, suit, proceeding or investigation at law or in equity before any court, public board or body pending or, to his or her knowledge, threatened against or affecting the Bank wherein an unfavorable decision,Wiling or finding on an issue raised by any party thereto is likely to materially and adversely affect the ability of the Bank to perform its obligations under the Resolution. (ix) Certified copies of(a)the Dodgertown Documents and(b)the Certification. (x) The Policy issued by the Insurer and the Surety Policy issued by[Insurer Name]. (xi) An opinion of general counsel to the Insurer or a certificate of an officer of the Insurer dated the date of the Closing and addressed to the Underwriters,concerning the Insurer, the Policy, and the information relating to the Insurer and the Policy contained in the Official Statement,in form and substance satisfactory to Bond Counsel,the Underwriters and Counsel to the Underwriters. (xii) A letter of Fitch IBCA,Inc.to the effect that the Series 2001 Bonds have been assigned a rating no less favorable than"AAA" and letter of Standard&Poor's Credit Markets Services to the effect that the Series 2001 Bonds have been assigned a rating no less favorable than "AAA"each of which ratings shall be in effect as of the date of Closing. (xiii) Suchadditional legal opinions,certificates,instruments and other documents as the Underwriters may reasonably request to evidence the truth and accuracy,as ofthe date hereof and as ofthe date ofthe Closing,of the County's representations and warranties contained herein and of the statements and information contained in the Official Statement and the due performance or satisfaction by the County on or prior to the date of Closing of all the agreements then to be performed and conditions then to be satisfied by it. If the County shall be unable to satisfy the conditions to the obligations of the Underwriters to purchase,to accept delivery of and to pay for the Series 2001 Bonds contained in this Bond Purchase Contract and the Underwriters does not waive such inability in writing, or if the obligations of the Underwriters to purchase,to accept delivery of and to pay for the Series 2001 Bonds shall be terminated for any reason permitted by this Bond Purchase Contract,this Bond Purchase Contract shall terminate,the good faith deposit described in Section 2 hereof shall be returned to the Underwriters and neither the Underwriters nor the County shall be under any fiuther obligation hereunder, except that the respective obligations ofthe County and the Underwriters set forth in Section 9 hereof shall continue in full force and effect. 13