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MIR <br />(f) The Issuer will furnish such information, execute <br />such instruments and take t;uch other action in cooperation <br />with the Underwriter as the Underwriter may reasonably <br />request in order (i) to qualify the Series 1991 Bonds for <br />offer and sale under the Blue Sky or other securities laws <br />and regulations of such states and other jurisdictions of <br />the United States of America as the Underwriter may <br />designate provided, however, that the Issuer shall not be <br />required to execute a general or special consent to service <br />of process or qualify to do business in any jurisdiction <br />where it is not now so subject or qualified; and (ii) to <br />determine the eligibility of the Series 1991 Bonds for <br />investment under the laws of such states and other <br />jurisdictions and will use its best efforts to continue such <br />qualifications in effect so long as required for the <br />distribution of the Series 1991 Bonds; <br />(q) Between the date of this Agreement and the time of <br />Closing, the Issuer will not, without the prior written <br />consent of the Underwriter which consent shall not be <br />unreasonably withheld, offer or issue any bonds, notes or <br />other obligations for borrowed money or incur any material <br />liabilities as may be described in the Official Statement, <br />nor will there by any adverse change of a material nature in <br />ethe financial position, results of operations or conditions, <br />"financial or otherwise, of the Issuer other than (i) as <br />contemplated by and described in the Official Statement or <br />(ii) in the ordinary course of business; <br />(h) There is no action, suit, proceeding, inquiry or <br />investigation of any nature at law or in equity, before or <br />by any court, governmental agency, public board or body <br />pending or, to the knowledge of the Issuer, threatened, <br />seeking to restrain or enjoin the issuance, sale, execution <br />or delivery of the Series 1991 Bonds car the performance of <br />any of the covenants contained in this Agreement or the <br />Resolution or in any way questioning or affecting (i) the <br />transactions contemplated by this Agreement, the Resolution, <br />or the Official Statement, (ii) the right or authority of <br />the Issuer to pay the Series 1991 Bonds or to carry out the <br />terms and provisions of this Agreement and the Resolution, <br />or (iii) the validity of the Series 1991 Bonds or any <br />provision made for the payment of principal of, premium, if <br />any, or interest on the Series 1991 Bonds or the power of <br />the Issuer to perform its obligations under this Agreement <br />and the Resolution; and neither the existence of the Issuer <br />nor the titles of the Chairman or any of the other members <br />of the Board of County Cotâ–ºuniesionors (the "Board") , to their <br />respective offices nor the titles of the officers of the <br />Issuer to their respective offices are being contested, and <br />no authority or proceeding for the issuance of the Series <br />1991 Bonds has been repealed, revoked or rescinded; <br />5 <br />