14-20 Cedar Glen Bond Ordinance Addendums

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Bonds notwithstanding its obligation to do so hereunder, the negative arbitrage deposit amount shall be immediately returned to the Owner. The Issuer shall deliver the Bonds to the order of the Underwriter for the account of the Underwriter against payment of the purchase price therefor by wire transfer payable in immediately available funds at the office of the Trustee on April [ ], 2020, or at such other time and place not later than seven business days thereafter as the Underwriter shall determine and advise the Issuer and the Owner(the"Closing Date"). The Issuer and the Owner(in reliance on the Underwriter's representations with regard to (a) below) acknowledge in connection with the purchase and sale of the Bonds, the offering of the Bonds for sale and the discussions and negotiations relating to the terms of the Bonds pursuant to and as set forth in this Bond Purchase Agreement that (a) the Underwriter has acted at arm's length, is acting solely as principal for its own account and is not agent of or advisor (including, without limitation, a Municipal Advisor (as such term is defined in Section 975(e) of the Dodd-Frank Wall Street Reform and Consumer Protection Act)) and owes no fiduciary duty to, the Issuer, the Owner or any other person, (b) the Underwriter's duties and obligations to the Issuer and the Owner shall be limited to those contractual duties and obligations set forth in this Bond Purchase Agreement and those prescribed by applicable law, (c) the Underwriter may have interests that differ from those of the Issuer and the Owner and (d) the Issuer and the Owner have consulted their legal and financial advisors to the extent they deemed appropriate in connection with the offering and sale of the Bonds. The Issuer and the Owner further acknowledge and agree that each is responsible for making its respective judgment with respect to the offering and sale of the Bonds and the process leading thereto. The Issuer and the Owner each agrees that it will not claim that the Underwriter acted as a Municipal Advisor to the Issuer or the Owner or rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Issuer or the Owner, in connection with the offering or sale of the Bonds or the process leading thereto. Section 2. Financing Documents. On or prior to the Closing Date, the Underwriter shall have received copies of the following: (a) the Official Statement relating to the Bonds (the "Official Statement"), certified by an authorized officer of the Owner as a "final official statement" within the meaning of Rule 15c2-12(f)(3) of the Securities Exchange Act of 1934, as amended (the"1934 Act"); (b) the Indenture, duly executed by the Issuer and the Trustee; (c) the Loan Agreement (the "Loan Agreement"), dated as of April 1, 2020, relating to the Bonds, between the Issuer and the Owner; (d) the Regulatory Agreement and Declaration of Restrictive Covenants (the "Regulatory Agreement"), dated as of April 1, 2020, among the Issuer, the Owner, the Trustee and the Series 2020B Bond Purchaser(as defined in the Regulatory Agreement); 2