AgdaPkt 2017-01-23 Closed and Joint

Browse Search

B-1 EXHIBIT B FORM OF AUTHORITY GENERAL COUNSEL OPINION [Closing Date] [Underwriter’s Name] [Underwriter’s Address] Re: $__________ City of Redwood City Public Financing Authority Water Revenue Refunding Bonds, Series 2017 Ladies and Gentlemen: I serve as General Counsel to the City of Redwood City Public Financing Authority (the “Authority”), in connection with the transaction involving the delivery by the Authority of the following: (i) an Installment Purchase Contract dated as of March 1, 2017 (the “Installment Purchase Contract”), between the Authority and the City of Redwood City (the “City”), and (ii) the Indenture of Trust, dated as of March 1, 2017 (the “Indenture”), between the Authority and U.S. Bank National Association (the “Trustee”) in connection with the issuance of the City of Redwood City Public Financing Authority Water Revenue Refunding Bonds, Series 2017, in the principal amount of $__________ (the “Bonds”) (collectively, the “Authority Documents”). In rendering the opinions set forth below I have examined executed originals or copies certified or otherwise identified to my satisfaction of such documents, records and other instruments as I have deemed necessary or appropriate as a basis for the opinions set forth below. As to questions of fact material to my opinion, I have relied upon representations of the Authority contained in the Authority Documents and the certified proceedings and certifications of public officials and others furnished to me without undertaking to verify the same by independent investigation. I have assumed the genuineness of all signatures by or on behalf of all parties to all documents referenced in this opinion (other than with respect to the Authority), the legal capacity of natural persons to deliver the certificates or documents referred to herein (other than with respect to the Authority), the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified, conformed or photostatic copies, and the proper execution, delivery and/or filing of the documents referred to above (other than with respect to the Authority). Based on and subject to the foregoing it is my opinion that: (i) the resolution of the Authority approving and authorizing the execution and delivery of the Authority Documents and the Official Statement has been duly adopted at a meeting of the governing body of the Authority which was called and 8.C. - Page 205