Agenda - 03-02-2006-8bCP - Laserfiche WebLink

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6. To the best of our knowledge, the execution and delivery of the County Documents and compliance with the provisions of each will not in any material respect conflict ~~-~ith or constitute a breach or violation of or a default under any applicable law, rule or regulation of the State of North Carolina or of any department, division, agency or instrumentality thereof, or, to our knowledge, any applicable order, judgment or decree of any court or other governmental agency or body or any bond, note, loan agreement, resolution, certificate, agreement or other instnunent to which the County is a party or by which it is bound. 7. To the extent required prior to the date hereof, the County has complied with all applicable la«~s and regulations of governmental authorities in connection «Tith the acquisition, construction, installation and equipping of the Facilities. 8. Except as disclosed in the Official Statement, to the best of our knowledge, there is no litigation or proceeding of any nature pending, or to our knowledge, threatened, ~~~herein an unfavorable decision, ruling or finding would adversely affect the condition, financial or otherwise, of the County or the transactions contemplated by the Contract of Purchase or which, in any way, would adversely affect the validity of the Contract of Purchase, the Trust _~greement, the Financing Contract, the Deed of Trust, the Letter of Representation or the 2006 Certificates. We are members of the Bar of the State of North Carolina and we do not purport to express any opinion except as to the laws of the State of North Carolina. The opinions expressed herein are rendered solely for your benefit in connection with the subject transaction and may not be relied upon by you or any other person for any other purposes, without our prior t~~ritten consent. Very truly yours, [to be signed "Coleman, Gledhill, Hargrave & Peek, P. C. "] C-883838v3 13361.00022 C-3