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will not conflict with or constitute, on the County ' s part, a violation of, breach of or default under any
<br /> material statute, existing law, administrative regulation, filing, decree or order, state or federal , or any
<br /> provision of the Constitution or laws of the State, or any rule or regulation of the County, or any material
<br /> indenture, mortgage, lease, deed of trust, note, resolution, or other agreement or instrument to which the
<br /> County, or its properties, are subject or by which the County, or its properties , are or may be bound or, to
<br /> the knowledge of the County, any order, rule or regulation of any regulatory body or court having
<br /> jurisdiction over the County or its activities or properties .
<br /> (j ) The County is not in default in the payment of the principal of or interest on any
<br /> of its indebtedness for borrowed money and is not in default in any material respect under any document
<br /> or instrument under and subject to which any indebtedness for borrowed money has been incurred which
<br /> default would affect materially and adversely the transactions contemplated by any of the County
<br /> Documents . No event has occurred or is continuing under the provisions of any such document or
<br /> instrument that, with the lapse of time or the giving of notice, or both, would constitute an event of default
<br /> thereunder, which event of default would affect adversely the transactions contemplated by any of the
<br /> County Documents .
<br /> (k) The County is not in material breach of or in default under the Approving
<br /> Resolution, any applicable law or administrative regulation of the State or the United States , or any
<br /> applicable judgment or decree, or any loan agreement, note, resolution or other agreement or instrument to
<br /> which the County is a party or is otherwise subject, which breach or default would in any way materially
<br /> adversely affect the authorization or issuance of the Bonds and the transactions contemplated hereby, and
<br /> no event has occurred and is continuing which, with the passage of time or the giving of notice or both,
<br /> would constitute such a breach or default.
<br /> (1) On and as of the Closing, all authorizations , consents , and approvals of, notices to ,
<br /> registrations or filings with, or actions in respect of any governmental body, agency, or other instrumentality
<br /> or court required to be obtained, given, or taken on behalf of the County in connection with the execution,
<br /> delivery and performance by the County of the County Documents , and any other agreement or instrument
<br /> to which the County is a party and which has been or will be executed in connection with the consummation
<br /> of the transactions contemplated by the foregoing documents , will have been obtained, given, or taken and
<br /> will be in full force and effect.
<br /> (m) Any certificate signed by an authorized officer of the County delivered to the
<br /> Underwriters shall be deemed a representation and warranty by the County to the Underwriters as to the
<br /> truth of the statements made therein.
<br /> (n) The County has and will cooperate with the Underwriters and their counsel in any
<br /> endeavor to qualify the Bonds for offering and sale under the securities or "Blue Sky" laws of such
<br /> jurisdictions of the United States as the Underwriters may request; provided, however, that the County will
<br /> not be required to execute a general or special consent to service of process or qualify to do business in
<br /> connection with any qualification or determination in any jurisdiction.
<br /> (o) The audited financial statements of the County for the period ended June 30 , 2023 ,
<br /> present fairly the County ' s financial condition as of such date and the results of its operations for the
<br /> respective periods set forth therein and have been prepared in accordance with generally accepted
<br /> accounting principles consistently applied. There has been no material change in the financial affairs of
<br /> the County since June 30 , 2023 , except as disclosed specifically in the Official Statement.
<br /> (p) If between the date of this Bond Purchase Agreement and the date 25 days after
<br /> the " end of the underwriting period" for the Bonds , as defined in the Rule, any event occurs which might
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