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8 <br />from that expressed in the form originally signed. The Finance Officer's <br />authorization of the release of any such document for delivery will constitute <br />conclusive evidence of such officer's approval of any such changes. <br />In addition, the Finance Officer is authorized and directed to take all <br />appropriate steps for the efficient and convenient carrying out of the County's on- <br />going responsibilities with respect to the financing of the Project. This <br />authorization includes, without limitation, contracting with third parties for reports <br />and calculations that may be required under this resolution or otherwise with <br />respect to the Agreements. <br />4. Resolutions As To Tax Matters -- The County will not take or omit <br />to take any action the taking or omission of which will cause its obligations to pay <br />principal and interest (the "Obligations") to be "arbitrage bonds," within the <br />meaning of Section 148 of the United States Internal Revenue Code of 1986, as <br />amended, including the applicable Treasury regulations (the "Code"), or "private <br />activity bonds" within the meaning of Code Section 141. <br />S. Designation as a QSCB -The County designates the Obligations as <br />a "qualified school construction bond" for the purposes of, and within the meaning <br />of, Code Section 54F and related Code provisions. The County and BB&T intend <br />that the financing will qualify as a QSCB. <br />6. Miscellaneous Provisions -- All County officers and employees are <br />authorized and directed to take all such further action as they may consider <br />necessary or desirable in furtherance of the purposes of this resolution. All such <br />prior actions of County ..officers and employees aze ratified, approved and <br />confirmed. Upon the absence, unavailability or refusal to act of the County <br />Manager, the Board's Chairman or the Finance Officer, any other of such officers <br />may assume any responsibility or carry out any function assigned in this <br />resolution. In addition, the Vice Chairman or any Deputy or Assistant Clerk to <br />the Board may in any event assume any responsibility or carry out any function <br />assigned to the Chairman or the Clerk, respectively, in this resolution. All other <br />Board proceedings, or parts thereof, in conflict with this resolution are repealed, to <br />the extent of the conflict. This resolution takes effect immediately. <br /> <br />Ezhibit A --Draft Agreements <br />(a) A draft dated December 20, 2010, of a Financing Agreement and <br />Deed of Trust to be dated on or about January 20, 2011 (the "Financing <br />3 <br />