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for any given period of time or that the ratings will not be suspended, lowered or withdrawn entirely if, in the judgment of the respective rating agency, circumstances so warrant. Any suspension, downward revision or withdrawal of either such rating may have an adverse effect on the market price of the Series 1989 Bonds. The County and the Underwriter have undertaken no responsibility either to bring to the attention of the Registered Owners of the Series 1989 Bonds any proposed suspension, change in or withdrawal of either such rating or to oppose any such suspension, revision or withdrawal. UNDERWRITING The Series 1989 Bonds are being purchased by Gulfstream Financial Associates, Inc. (the "Underwriter"), subject to certain terms and conditions set forth in a bond purchase agreement between the County and the Underwriter, including the approval of certain legal matters by Bond Counsel and the existence of no material change in the affairs of the County from that set forth in this Official Statement. The aggregate purchase price payable by the Underwriter is $6,367,357.50 plus accrued interest on the Series 1989 Bonds from April 15, 1989 to the date of delivery of the Series 1989 Bonds. The Series 1989 Bonds are offered for sale to the public at the price set forth on the cover page of this Official Statement. The Series 1989 Bonds may be offered and sold to certain dealers at prices lower than such offering prices, and such public offering prices may be changed, from time to time, by the Underwriter. LEGALITY The issuance of the Series 1989 Bonds is subject to the approval of Rhoads & Sinon, Boca Raton, Florida, Bond Counsel to the County, whose unqualified approving opinion, in substantially the form attached hereto as Appendix B will be available at the time of delivery of the Series 1989 Bonds. Certain legal matters will be passed upon for the County by Charles P. Vitunac, Esq., County Attorney, and for the Underwriter by Gunster, Yoakley, Criser & Stewart, P.A., West Palm Beach, Florida. MISCELLANEOUS The references to, and excerpts of, all documents referred to herein do not purport to be complete statements of the provisions of such documents and reference is directed to all such documents for full and complete statements of all matters of fact relating to the Series 1989 Bonds, the security for the payment of the Series 1989 Bonds, and the rights and obligations of Registered Owners thereof. 35