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FROM 9 M 0 994 224 1544 4.12.1993 29149 P.12 the rights and remedies set forth herein may be limited by bankruptcy, insolvency or other laws affecting creditors' rights generally or by the exercise of judicial discretion in accordance with general principles of equity; (ii) the County has authorized, executed and delivered the Official Statement; (iii) the information in the official Statement as to legal matters relating to the County, the Bonds, the Resolution, the Escrow Deposit Agreement and the Pledged Funds is correct in all material respects and doss not omit any statement which, in his opinion, should be included or referred to therein and, in addition, such counsel shall state that, based upon his participation in the preparation of the Official Statement as Attorney for the County, as of the Date of Closing nothing has come to his attention causing him to believe that: (A) the Official Statement as of its date contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading (except for the financial and statistical information contained in the official State- ment as to all of which no view need be expressed and except for information relating to Financial Guaranty Insurance Company), or (B) the Official Statement (as supplemented or amended pursuant to Paragraph (j) of Section 6 hereof, if applicable) as of the Date of Closing contains any untrue statement of a material fact or omits to stats a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading (except as aforesaid); (iv) the execution and delivery of the Bonds, this Purchase Contract and the Escrow Deposit Agreement, the adoption of the Resolution and compliance with the provisions on the County's part contained therein, will not conflict with or constitute a material breach of or default under, any constitutional provision, law, administrative regula- tion, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the County is a party or any of its property or assets is otherwise subject, and any such execution, delivery, adoption or compliance will not result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the County under the terms of any such ordinancelaw, regulation or instrument, except as expressly provided by the Bonds and the Resolution; (v) the County has the right and power under the Act to adopt the Resolution and the Resolution has been duly and lawfully adopted by the County, is in full force and effect and constitutes the legal, valid and binding -11-