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(a) an Opinion of a nationally recognized bond <br />counsel firm that the obligations so substituted are <br />of the type that are permitted to be held under and <br />pursuant to this Agreement for the purposes <br />contemplated hereby; and <br />(b) a Certificate of an independent certified <br />public accountant verifying that the funds on deposit <br />after such a substitution will be sufficient and <br />available to pay the remaining principal of and <br />interest on the Series of 1977 Bonds that are stated <br />to mature on and after September 1, 1988, as the same <br />become due. <br />To the extent that the Certificate delivered pursuant to subparagraph (b) <br />above demonstrates and verifies that there are excess funds not required <br />to be held by the Bank hereunder to meet scheduled principal and interest <br />payments on the Series of 1977 Bonds, such excess funds shall be paid over <br />to the County. Any surplus or excess funds not paid over to the County <br />may only be invested in direct obligations of the United States of <br />America. <br />10. Except as provided below, money and balances on hand <br />hereunder from time to time that result from maturing principal and <br />interest on the Obligations or earnings thereon, available for periods <br />pending application as herein requir id shall be invested or deposited by <br />the Bank, in the manner as directed by the County, but only upon receipt <br />of an opinion from a nationally recognized bond counsel firm that the <br />- 5 - <br />