Issuer Bring-Down Certificate. A certificate of the Issuer dated the Closing Date and executed by a duly authorized representative of the Issuer to the effect that:
Issuer Bring-Down Certificate. A certificate of the Issuer dated the Closing Date and executed by a duly authorized representative of the Issuer to the effect that: (i) the representations and warranties of the Issuer contained in Section 4 hereof are true and correct in all material respects on and as of the Closing Date as if made on the Closing Date; (ii) the Issuer has duly authorized the execution and delivery of the Trust Agreement and the Purchase Agreement, and the taking of any and all such action as may be required on the part of the Issuer to carry out, give effect to and consummate the transactions contemplated thereby, the Resolutions were adopted at meetings of the Board of Supervisors duly noticed and at which a quorum was present, and the Resolutions have not been modified or amended and are in full force and effect; (iii) no consent, approval, authorization or other action by any governmental or regulatory authority having jurisdiction over the Issuer that has not been obtained is or will be required for the issuance and delivery of the Bonds or the consummation by the Issuer of the other transactions contemplated by the Trust Agreement; (iv) the execution and delivery by the Issuer of the Trust Agreement and the Purchase Agreement and compliance with the terms thereof, will not conflict with, or result in a violation or breach of, or constitute a default under, any lease, indenture, bond, note, resolution or any other agreement or instrument to which the Issuer is a party or by which it is bound, or any law or any rule, regulation, order or decree of any court or governmental agency or body having jurisdiction over the Issuer or any of its activities or properties; (v) the Issuer is not in breach of or default under any applicable law or administrative regulation of the State or the United States or any applicable judgment or decree or any lease, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party or is otherwise subject which breach or default would materially adversely affect the ability of the Issuer to perform its obligations under the Trust Agreement, and no event has occurred and is continuing which, with the passage of time or the giving of notice, or both, would constitute such a default or an event of default under any such instrument; and (vi) there is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court or governmental agency, public board or body pending or, to the bes...
Issuer Bring-Down Certificate. A certificate of the Issuer dated the Closing Date and executed by a duly authorized representative of the Issuer to the effect that: (i) the representations and warranties of the Issuer contained in Section 4 hereof are true and correct in all material respects on and as of the Closing Date as if made on the Closing Date; (ii) the Issuer has duly authorized the execution and delivery of the Trust Agreement and the Purchase Agreement, and the taking of any and all such action as may be required on the part of the Issuer to carry out, give effect to and consummate the transactions contemplated thereby, the Resolutions were adopted at meetings of the Board of Supervisors duly noticed and at which a quorum was present, and the Resolutions have not been modified or amended and are in full force and effect;
