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at such times as may be required by said Section of the Code. In the event of any amendment to the Code or the promulgation of regulations under the Code which provide or require otherwise than as provided or required in this paragraph, this paragraph shall be deemed to be amended to incorporate such amendments or regulations, to the extent applicable, and any provisions hereof which conflict with the provisions thereof shall be deemed to be null and void. The County shall establish appropriate rebate accounts for any and all Additional Parity Bonds and junior and subordinate obligations issued hereunder and provide for the adequate funding thereof. SECTION 19. SALE OF BONDS. The Bonds may be sold at public or private sale pursuant to the Act, all at one time or from time to time, as shall be provided by subsequent resolution of the Board. SECTION 20. DEFEASANCE. If at any time the County shall have paid, or shall have made provision for payment of, the principal, interest and premiums, if any, with respect to any of the Bonds or any series thereof, then, and in that event, the pledge of and lien on the Pledged Funds in favor of the Registered Owners of such Bonds or of such series, as the case may be, shall be no longer in effect. For purposes of the preceding sentence, the deposit of Federal Securities or bank certificates of deposit fully secured as to principal and interest by Federal Securities (or the deposit of any other securities or investments which may be authorized by law from time to time and sufficient under such law to effect such a defeasance) in irrevocable trust with a banking institution or trust company, for the sole benefit of the Registered Owners of such Bonds or such series, as the case may be, the principal of and interest on which will be sufficient to pay, when due, the principal, interest and premiums, if any, on such Bonds or such series, as applicable, shall be considered "provision for payment". Nothing in this section shall be deemed to require the County to call any of the outstanding Bonds or any series thereof for redemption prior to maturity pursuant to any applicable optional redemption provisions, or to impair the discretion of the County in determining whether to exercise any such option for early redemption. SECTION 21. MODIFICATION OF RESOLUTION. No adverse material modification or amendment of this Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made without the consent in writing of the Registered Owners of 518 or more in aggregate principal amount of the Bonds then outstanding affected by such adverse material modification or amendment; provided, however, that no modification or amendment shall permit a change in the maturity of any Bonds or a reduction in the rate of interest thereon or in the amount of the principal obligation thereof, or affect the unconditional promise of the County to levy, impose and/or collect the Gross Revenues or other receipts, revenues and funds pledged hereunder, if any, as herein provided, or to pay the principal of and interest on the Bonds as the same shall become due from the Pledged Funds or reduce the percentage required - 27 -