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A TRUE COPY CERTIFICATION ON LAST PAGE J.R. SMITH. CLERK the occurrence of a "default" or "event of default" (however defined) under (I) the Series 2015 Note or the Authorizing Resolution or (II) any general obligation indebtedness of the County after giving effect to any applicable grace or cure periods provided in the instrument or agreement under which such indebtedness was created or incurred. SECTION 5. USE OF PROCEEDS. The proceeds, including accrued interest and premium, if any, received from the sale of the Series 2015 Note shall be applied simultaneously with the delivery of the Series 2015 Note to the purchaser thereof, as follows: (A) The County shall pay all costs and expenses in connection with the preparation, sale, issuance and delivery of the Series 2015 Note. (B) The remainder of the proceeds of the sale of the Series 2015 Note shall be deposited pursuant to the Escrow Deposit Agreement (hereinafter defined) and applied to the defeasance and redemption of the Refunded Bonds. SECTION 6. AUTHORIZATION OF REFUNDING OF REFUNDED BONDS. The refunding of the Refunded Bonds is hereby authorized by the County. SECTION 7. LEVY OF AD VALOREM TAXES. The levy of ad valorem taxes not to exceed one-half mill on the assessed value of lands situated in the County and subject to ad valorem taxation to pay debt service or Bonds issued when the Authorizing Resolution provided by Sections 4 and 16 thereof shall be deemed to include debt service on the Series 2015 Note as a "Bond" issued thereunder. SECTION 8. SALE OF THE SERIES 2015 NOTE. The Series 2015 Note shall be sold to Regions Capital Advantage, Inc. (the "Purchaser") at a price of par, and the Chairman and Clerk of the Board are authorized and directed to execute any purchase contract or commitment letter and deliver the same to the Purchaser. The County acknowledges and agrees that the Purchaser is purchasing the Series 2015 Note in evidence of a privately negotiated loan and in that connection the Series 2015 Note shall not be (i) assigned a separate rating by any municipal securities rating agency, (ii) registered with The Depositary Trust Company or any other securities depository, (iii) issued pursuant to any type of offering document or official statement or (iv) assigned a CUSIP number by Standard & Poor's CUSIP Service. SECTION 9. ROLE OF PURCHASER. The Purchaser and its representatives are not registered municipal advisors and do not provide advice to municipal entities or obligated persons with respect to municipal financial products or the issuance of municipal securities (including regarding the structure, timing, terms and similar matters concerning municipal financial products or municipal securities issuances) or engage in the solicitation of municipal entities or obligated persons for the provision by non-affiliated persons of municipal advisory services and/or investment advisory services. With respect to this Resolution, the Existing Resolution and any other information, materials or communications provided by the Purchaser: (A) the Purchaser and its representatives are not recommending an action to any municipal entity or obligated person; (B) the Purchaser and its representatives are not acting as an advisor to any municipal entity or obligated person and do not owe a fiduciary duty pursuant to Section 15B of