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a) The representations of the Issuer contained herein shall be true, complete and <br />correct on the date hereof and on and as of the date of the Closing, as if made on the date of the <br />Closing; <br />(b) At the time of the Closing, the Resolution shall be in full force and effect in <br />accordance with its terns and shall not have been further amended, modified or supplemented, and <br />the Official Statement shall not have been supplemented or amended, except in any such case as <br />may have been agreed to by the Underwriters: <br />(c) At the time of the Closing, all necessary official action of the Issuer and the other <br />parties thereto relating to this Bond Purchase Contract, the Official Statement and the Bonds shall <br />be in full force and effect in accordance with their respective terms and shall not have been <br />amended, modified or supplemented in any material respect, except in each case as may have been <br />agreed to by the Underwriters; and <br />(d) At or prior to the Closing, the Underwriters shall have received copies of each of <br />the following documents: <br />(1) The Official Statement and each supplement or amendment, if any, <br />thereto, executed on behalf of the Issuer by its Chairman of the County Commission <br />("Chairman") and the County Administrator. <br />(2) The Resolution certified by the County Clerk under seal as having been <br />duly adopted and as being in effect, with such supplements or amendments as may have <br />been agreed to by the Underwriters. <br />(3) The opinion of Bond Counsel addressed to the Issuer, dated the date of <br />Closing, in form and substance acceptable to the Underwriters that under existing law, <br />regulations, judicial decisions and rulings, the interest on the Bonds is excluded from gross <br />income for federal income tax purposes and does not constitute an item of tax preference <br />for purposes of the federal alternative minimum tax imposed on individuals and <br />corporations, accompanied by a supplementary opinion, dated the date of Closing and <br />addressed to the Underwriters, substantially to the effect that: (a) the Underwriters may <br />rely upon the opinion of Bond Counsel as if it were addressed to the Underwriters; (b) this <br />Bond Purelmse Ganirae! mW die BerAs, have been duly sudierized, eneeeied mW deli�eied <br />by !he 199tter wit! eamikute Yelid, binding and enfereenbleagreements eF die Issuer in <br />limited by bettkmptey, imeheney er other laws aFfeetin, creditors' riblits generally and <br />eensidered in a preeeedinj in equity or at low) and are enfifled !a the benefits eF die <br />Simemenl;—(d) the information in the Official Statement under the headings <br />"DESCRIPTION OF THE SERIES 1996 BONDS", "SECURITY AND SOURCES OF <br />PAYMENT", "TAX EXEMPTION", " <br />FheRIBA " " are <br />correct statements or summaries of the matters set forth therein end -fairly -present -the <br />• and (c) the Bonds are exempt from <br />registration pursuant to the Securities Act of 1933, as amended, and the Resolution is <br />exempt from qui tetttiens qualification pursuant to the Trust Indenture Act of 1939, as <br />amended; <br />(4) An opinion, dated the date of the Closing and addressed to the <br />Underwriters, of the County Attorney of the Issuer to the effect that (i) the Issuer is a <br />