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shall have been delivered to the Bondholder in form satisfactory <br />to it. <br />(c) The Bondholder shall have received evidence, satis- <br />factory to it, of the due authorization, execution and delivery of <br />the documents mentioned in clause (a) of Section 3 by the parties <br />thereto; and appropriate certificates reasonably satisfactory to <br />the Bondholder covering litigation, compliance with laws and <br />prior agreements, and the securing and fulfilling of all <br />necessary permits and requirements, and opinions of counsel <br />reasonably satisfactory to the Bondholder with respect to the <br />foregoing. <br />(d) The Bondholder shall have received a copy, duly cer- <br />tified by the County, of the resolutions adopted by the County on <br />August 5, 1982, and December , 1982, authorizing the issuance of <br />the Bond, and the execution and delivery of this Agreement, the <br />Loan Agreement and the Escrow Agreement. <br />(e) The Bondholder shall have received copies, duly cer- <br />tified, of the resolutions adopted by the Board of Directors of <br />the Company, authorizing the execution and delivery of the tease, <br />the Company Guaranty, and the consent to the Lease Assignment. <br />(f) The receipt by the Bondholder of the opinions of <br />counsel substantially in the forms of Exhibits <br />hereto. <br />(g) The supply of such other documentation and cer- <br />tificates as may be reasonably required by the Bondholder. <br />(h) The County shall have obtained a judgment vali- <br />dating the Bond. <br />(i) The representations and warranties of the Proprietor <br />contained in Section 3(a) hereof shall be true on and as of the <br />Closing Time with the same effect as if such representations and <br />warranties had been made on and as of such Closing Time, and the <br />Proprietor shall not be in default under the Loan Agreement, the <br />Lease Assignment or this Agreement (assuming the same to have been <br />effective and binding instruments from the date hereof), and the <br />Proprietor shall have delivered to the Bondholder a certificate <br />dated as of the Closing Time executed by the Proprietor to the <br />effect set forth above. <br />(j) The representations and warranties of the Company <br />contained in Section 3(b) hereof shall be true on and as of the <br />Closing Time with the same effect as if such representations and <br />-7- <br />