HomeMy WebLinkAboutSupplemental Opinion of Quint & Thimming LLP, pursuant to Section 3(d)(9) of the Purchase Agreement
Quint & Thiinmig UP One Embarcadero Center, Suite 2420 Attorneys at Law Telecopier: 415/765-1555 April 27, 2006 Stone & Youngberg LLC 515 South Figueroa Street, Suite 1060 Los Angeles,
California 90071 SUPPLEMENTAL OPINION: $51,250,000 Temecula Public Financing Authority Community Facilities District No. 03-02 (Roripaugh Ranch) 2006 Special Tax Bonds Ladies and Gentlemen:
We have acted as bond counsel in connection with the issuance by the Temecula Public Financing Authority (the "Authority") of its $51,250,000 Temecula Public Financing Authority Community
Facilities District No. 03-02 (Roripaugh Ranch) 2006 Special Tax Bonds (the "Bonds") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Section 53311 et seq., of
the California Government Code) (the "Act"), a Fiscal Agent Agreement, dated as of March 1, 2006 (the "Fiscal Agent Agreement"), by and between the Authority for and on behalf of the
Temecula Public Financing Authority Community Facilities District No. 03-02 (Roripaugh Ranch) (the "District"), and U.S. Bank National Association, (the "Fiscal Agent"), and Resolution
No. TPFA 06-01 adopted by the Authority on February 28, 2006 (the "Resolution"). We have examined the law and such certified proceedings and other documents as we deem necessary to render
this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Authority contained in the Resolution, the Fiscal Agent Agreement and that certain
Bond Purchase Agreement, dated April 13, 2006 (the "Purchase Agreement"), between the Authority and Stone & Youngberg LLC (the "Underwriter"), and in the certified proceedings and certifications
of public officials and others furnished to us, without undertaking to verify the same by independent investigation. Capitalized terms used in this opinion, unless otherwise defined
herein, have the meanings given such terms in the Purchase Agreement. Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Purchase Agreement Agreement
has been duly authorized, executed and delivered by the Authority, and (assuming the due authorization, execution and delivery by, and validity against, the Underwriter) is a valid and
binding agreement of the Authority enforceable upon the Authority in accordance with its respective terms, except as enforcement may be limited by bankruptcy, moratorium, insolvency
or other laws affecting creditor's rights or remedies and subject to general principles of equity (regardless of whether such enforceability is considered in equity or at law).
Stone & Youngberg LLC April 27, 2006 Page 22. The statements contained in the Official Statement, dated April 13, 2006, relating to the Bonds, on the cover page and under the captions
"INTRODUCTION -Sources of Payment for the 2006 Bonds," "INTRODUCTION -Tax Exemption," "THE 2006 BONDS," "SECURITY FOR THE 2006 BONDS," "LEGAL MATTERS -Tax Exemption," APPENDIX E -"Summary
of Certain Provisions of the Fiscal Agent Agreement" and APPENDIX H -"Form of Opinion of Bond Counsel" are accurate insofar as such statements expressly summarize certain provisions
of the Bonds, the Fiscal Agent Agreement and our opinion concerning certain federal tax matters relating to the Bonds. 3. The Bonds are exempt from registration under the Securities
Act of 1933, as amended, and the Fiscal Agent Agreement is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended. 4. The District is duly formed as a community
facilities district under the Act. Respectfully submitted, . LA/