(g) The County has complied, and will at the Closing be in compliance, in all material
<br /> respects , with the Approving Resolution , the Trust Agreement and the Act and all other agreements relating
<br /> to the projects to be financed with the Bonds undertaken by the County or with respect to which the County
<br /> has assumed responsibility .
<br /> (h) There is no action, suit, proceeding, inquiry or investigation , at law or in equity,
<br /> before or by any court, public board or body, pending or, to the knowledge of the County, threatened against
<br /> or affecting the County (or, to the knowledge of the County, any meritorious basis therefor) (i) attempting
<br /> to limit, enjoin or otherwise restrict or prevent the County from functioning or contesting or questioning
<br /> the existence of the County or the titles of the present officers of the County to their offices or (ii) wherein
<br /> an unfavorable decision, ruling or finding would (A) materially adversely affect the existence or powers of
<br /> the County or adversely affect the validity or enforceability of the Bonds , the Approving Resolution , the
<br /> Trust Agreement, this Bond Purchase Agreement, the Modified Deed of Trust or any agreement or
<br /> instrument to which the County is a party and which is used or contemplated for use in the consummation
<br /> of the transactions contemplated hereby including, without limitation, the County Documents and the
<br /> Official Statement; or (B ) materially adversely affect ( 1 ) the transactions contemplated by the County
<br /> Documents or the Official Statement, or (2) the exemption of the interest on the Bonds from federal or State
<br /> income taxation .
<br /> W The County ' s adoption of the Approving Resolution, its execution and delivery of
<br /> the County Documents and the Bonds , and compliance with the provisions thereof and hereof, do not and
<br /> 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 /> 0 ) 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
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