Common use of Delivery of the Bond Clause in Contracts

Delivery of the Bond. The Authority will issue and deliver the Bond to the Bank upon payment of the purchase price therefor and the execution and delivery to the Bank of the following: (a) Copies of the proceedings of the Authority relating to the issuance of the Bond duly certified by an Authorized Officer of the Authority; (b) A written certificate by an authorized officer of Borrower as to the names and signatures of the officers of Borrower authorized to sign this Agreement and the other documents or certificates of Borrower to be executed and delivered pursuant hereto. The Bank may conclusively rely on, and be protected in acting upon, such certificate until it shall receive a further certificate by the Secretary or an Assistant Secretary of each Borrower amending prior certificate; (c) A copy of the resolutions of the Board of Directors of the Borrower certified by the Secretary or Assistant Secretary thereof authorizing and approving the execution and delivery of this Agreement and all other documents delivered pursuant to this Agreement, and such other corporate documents and records as the Bank may reasonably request; (d) Original executed counterparts of this Agreement, the Mortgage, the Security Agreement, the Tax Agreement and other appropriate documents; (e) Opinions in form and substance satisfactory to the Authority and the Bank dated as of the date of the closing of (i) Counsel for the Authority, (ii) Bond Counsel and (iii) Counsel for the Borrower; (f) Evidence satisfactory to the Bank of the maintenance by the Borrower of insurance as required in the Mortgage; (g) Results of UCC, tax and judgment searches on the Borrower and, if applicable, releases and/or termination statements terminating, or other evidence satisfactory to the Bank of the termination (or satisfactory provision for termination) of, all liens and security interests relating to the Mortgaged Property (except as permitted in the Mortgage) and the Equipment (except as permitted in the Security Agreement); (h) Evidence satisfactory to the Bank of the filing of all UCC-1 financing statements required to perfect the liens and security interests created under the Mortgage and the Security Agreement and the assignment by the Authority to the Bank of its rights hereunder in accordance with Section 10.6 hereof; (i) Evidence satisfactory to the Bank of the full payment and discharge of the Prior Bonds and all payment obligations of the Borrower with respect thereto (including all payment obligations of the Borrower with respect to the letter of credit of Wachovia Bank, National Association, securing the payment of the Prior Bonds); and (j) Other customary closing certificates and documents as may reasonably be required by the Bank, the Authority or Bond Counsel.

Delivery of the Bond. The Authority Issuer will issue and deliver the Bond to the Bank upon payment of the purchase price therefor and the execution and delivery to the Bank of the following: (a) Copies of the proceedings of the Authority Issuer relating to the issuance of the Bond duly certified by an Authorized Officer of the AuthorityIssuer; (b) A written certificate by an authorized officer of the Borrower as to the names and signatures signa­tures of the officers of the Borrower authorized to sign this Agreement and the other documents or certificates of the Borrower to be executed and delivered pursuant hereto. The Bank may conclusively rely on, and be protected in acting upon, such certificate until it shall receive a further certificate by the Secretary or an Assistant Secretary of each the Borrower amending the prior certificate; (c) A copy of the resolutions of the Board of Directors of the Borrower certified by the Secretary or Assistant Secretary thereof authorizing and approving the execution and delivery of this Agreement and all other documents delivered pursuant to this Agreement, and such other corporate documents and records as the Bank may reasonably request; (d) Original executed counterparts of this Agreement, the Mortgage, the each Security AgreementDocument, the Tax Agreement and other appropriate documents; (e) Opinions in form and substance satisfactory to the Authority Issuer and the Bank dated as of the date of the closing of (i) Counsel for the AuthorityIssuer, (ii) Bond Counsel and (iii) Counsel for the Borrower; (f) Evidence satisfactory to the Bank of the maintenance by the Borrower of insurance as required in the Mortgageby Section 11.12 hereof and as required by each Security Document; (g) Results A report of UCCtitle, tax and judgment searches on the Borrower and, if applicable, releases and/or termination statements terminating, or other evidence in form reasonably satisfactory to the Bank Bank, indicating the absence of the termination (any liens or satisfactory provision for termination) of, all liens and security interests relating encumbrances with respect to the Mortgaged Property (except as permitted in real property subject to the Mortgage) and the Equipment (except as permitted in the Security Agreement)Mortgage other than Permitted Encumbrances; (h) Evidence satisfactory to the Bank of the filing of all UCC-1 financing statements required to perfect the liens and security interests created under the Mortgage and the Security Agreement and the assignment by the Authority Issuer to the Bank of its rights hereunder in accordance with Section 10.6 hereof; (i) Evidence satisfactory hereof or as necessary to confirm the Bank continuing priority of the full payment and discharge of the Prior Bonds and all payment obligations of the Borrower with respect thereto (including all payment obligations of any lien granted by the Borrower with respect to the letter of credit of Wachovia Bank, National Association, securing the payment any of the Prior Bonds)Collateral; and (ji) Other customary closing certificates and documents as may reasonably be required by the Bank, the Authority Issuer or by Bond Counsel.

Delivery of the Bond. The Authority Issuer will issue and deliver the Bond to the Bank upon payment of the purchase price therefor and the execution and delivery to the Bank of the following: (a) Copies of the proceedings of the Authority Issuer relating to the issuance of the Bond duly certified by an Authorized Officer the Secretary or Assistant Secretary of the AuthorityIssuer; (b) A written certificate by an authorized officer of the Borrower as to the names and signatures of the officers of Borrower authorized to sign this Agreement and the other documents or certificates of the Borrower to be executed and delivered pursuant hereto. The Bank may conclusively rely on, and be protected in acting upon, such certificate until it shall receive a further certificate by on behalf of the Secretary or an Assistant Secretary of each Borrower amending the prior certificate; (c) A copy of the resolutions of the Board of Directors of the Borrower certified by the Secretary or Assistant Secretary thereof authorizing and approving the execution and delivery of this Agreement and all other documents delivered pursuant to this Agreement, and such other corporate documents and records as the Bank may reasonably request; (d) Original executed counterparts of this Agreement, the Mortgage, the Security Agreement, the Tax Agreement and other appropriate documents; (e) Opinions in form and substance satisfactory to the Authority Issuer and the Bank dated as of the date of the closing of (i) Counsel counsel for the AuthorityIssuer, (ii) Bond Counsel and (iii) Counsel counsel for the Borrower; (f) Evidence satisfactory to the Bank Copies of the maintenance Notices of Redemption for the Prior Bonds issued by the Borrower and the Issuer and The Bank of insurance New York Trust Company, N.A., as required in trustee for the MortgagePrior Bonds; (g) Results An opinion of UCC, tax and judgment searches on Bond Counsel that upon the Borrower and, if applicable, releases and/or termination statements terminating, or other evidence satisfactory to the Bank issuance of the termination (or satisfactory provision for termination) of, all liens Bond and security interests relating to the Mortgaged Property (except as permitted in the Mortgage) and the Equipment (except as permitted in the Security Agreement); (h) Evidence satisfactory to the Bank of the filing of all UCC-1 financing statements required to perfect the liens and security interests created under the Mortgage and the Security Agreement and the assignment by the Authority to the Bank of its rights hereunder in accordance with Section 10.6 hereof; (i) Evidence satisfactory to the Bank of the full payment and discharge of the Prior Bonds and all payment obligations of the Borrower with respect thereto (including all payment obligations of the Borrower with respect to the letter of credit of Wachovia Bank, National Association, securing the payment of the redemption price of the Prior Bonds), the Prior Bonds are legally defeased; and (jh) Other customary closing certificates and documents as may reasonably be required by the Bank, the Authority Issuer or by Bond Counsel.

Delivery of the Bond. The Authority will issue and deliver the Bond to the Bank upon payment of the purchase price therefor and the execution and delivery to the Bank of the following: (a) Copies of the proceedings of the Authority relating to the issuance of the Bond Bond, duly certified by an Authorized Officer of the Authority; (b) A copy of the resolutions of the Board of the Borrower certified by the Secretary or Assistant Secretary thereof authorizing and approving the execution and delivery of this Agreement and all other documents delivered pursuant to this Agreement; and such other corporate documents and records as the Bank may reasonably request; (c) A written certificate by an authorized officer of the Borrower as to the names and signatures of the officers of the Borrower authorized to sign this Agreement and the other documents or certificates of the Borrower to be executed and delivered pursuant hereto. The Bank may conclusively rely on, and be protected in acting upon, such certificate until it shall receive a further certificate by the Secretary or an Assistant Secretary of each the Borrower amending the prior certificate; (c) A copy of the resolutions of the Board of Directors of the Borrower certified by the Secretary or Assistant Secretary thereof authorizing and approving the execution and delivery of this Agreement and all other documents delivered pursuant to this Agreement, and such other corporate documents and records as the Bank may reasonably request; (d) Original executed counterparts of this Agreement, the Mortgage, the Security Agreement, the Tax Agreement Representation Letter and other appropriate documents; (e) Opinions in form and substance satisfactory to the Authority and the Bank dated as of the date of the closing of (i) Counsel for the Authority, (ii) Bond Counsel and (iii) Counsel for the Borrower; (f) Evidence satisfactory to the Bank of the maintenance by the Borrower of insurance as required in the Mortgageby Section 11.12 hereof; (g) Results of UCC, tax and judgment searches on the Borrower and, if applicable, releases and/or termination statements terminating, or other evidence satisfactory to the Bank of the termination (or satisfactory provision for termination) of, all liens and security interests relating to the Mortgaged Property (except as permitted in the Mortgage) and the Equipment (except as permitted in the Security Agreement); (h) Evidence satisfactory to the Bank of the filing of all UCC-1 financing statements required to perfect the liens and security interests created under the Mortgage and the Security Agreement and the assignment by the Authority to the Bank of its rights hereunder in accordance with Section 10.6 11.13 hereof; (i) Evidence satisfactory to the Bank of the full payment and discharge of the Prior Bonds and all payment obligations of the Borrower with respect thereto (including all payment obligations of the Borrower with respect to the letter of credit of Wachovia Bank, National Association, securing the payment of the Prior Bonds); and (jh) Other customary closing certificates and documents as may reasonably be required by the Bank, the Authority or by Bond Counsel.