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68 <br /> adversely affect the transactions contemplated hereby or by the Trust Agreement, or the <br /> validity or enforceability of the Bonds, or the security therefor; (F) the information <br /> contained in the Official Statement as of the Closing Date is true and correct in all <br /> material respects and did not and does not contain any untrue or misleading statement of <br /> a material fact or omit to state any material fact necessary to make the statements therein, <br /> in the light of the circumstances under which they were made, not misleading; and (G) <br /> the County has complied with all agreements and satisfied all the conditions on its part <br /> required to be performed or satisfied at or prior to the Closing, other than those specified <br /> hereunder that have been waived by the Underwriters; <br /> (vi) Two copies of the final Official Statement; <br /> (vii) One counterpart original of a transcript of all proceedings taken by <br /> the County relating to the authorization and issuance of the Bonds; <br /> (viii) Specimen Bonds; <br /> (ix) A certificate, dated the date of the Closing, of the duly authorized <br /> representative(s) or officer(s) of the County, with a copy of the Approving Resolution <br /> attached, to the effect that the Approving Resolution has been duly adopted and remains <br /> in full force and effect; <br /> (x) A certificate, dated on or before the closing date, evidencing the <br /> property insurance required by the Trust Agreement; <br /> (xi) A pro forma title insurance policy or other evidence of title <br /> insurance satisfactory to the Underwriters issued by Investors Title Insurance Company, <br /> relating to the Modified Deed of Trust and naming the Trustee as a beneficiary; <br /> (xii) Federal tax form 8038-G prepared with respect to the Bonds and <br /> ready for filing; <br /> (xiii) A tax certificate of the County in form and content reasonably <br /> satisfactory to the Underwriters; <br /> (xiv) Evidence that Moody's, S&P and Fitch have issued ratings for the <br /> Bonds of not less than"Aal," "AA+" and"AA+", respectively; and <br /> (xv) Such additional legal opinions, certificates, proceedings, <br /> instruments and other documents, as the Underwriters or legal counsel to the <br /> Underwriters may reasonably request to evidence compliance by the County with legal <br /> requirements relating to the issuance of the Bonds, the truth and accuracy, as of the date <br /> of Closing, of all representations contained herein and the due performance or <br /> satisfaction by the County at or prior to the date of Closing of all agreements then to be <br /> performed and all conditions then to be satisfied as contemplated under this Bond <br /> Purchase Agreement and the Trust Agreement. <br /> If the County shall be unable to satisfy the conditions to the obligations of the <br /> -12- <br />