1994-05-17 Resolution 91 - Laserfiche WebLink

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• any Bond nor any error in the printing of such numbers shall. constitute cause for a failure or refusal by the Underwriters to accept delivery of and pay for any Bonds. Section 7. Closing Conditions. The Representative, on behalf of the Underwriters, has entered into this Contract in reliance upon the representations, warranties and agreements of the Issuer contained herein, and in reliance upon the representations and warranties to be contained in the documents and instruments to be delivered at the Closing and upon the performance by the Issuer of its obligations hereunder, both as of the date hereof and as of the Closing Date. Accordingly, the Underwriters' obligations under this Contract to purchase, to accept delivery of and to pay for the Bonds shall be conditioned upon the performance by the Issuer of its obligations and agreements to be performed hereunder and under such documents and instruments at or prior to the Closing, and shall also be subject to the following additional conditions: (a) The representations and warranties of the Issuer contained in this Contract shall be true, complete and correct on this date and on the Closing Date, as if then made; (b) The Issuer and the Commission shall have taken all action required for the valid authorization, sale, issuance and delivery of the Bonds pursuant to and in accordance with the Indiana Code, all such action shall be in full force and effect, and the Bonds shall be as described in and issued under, pursuant to and in accordance with the Trust Agreement; (c) The Official Statement shall have been duly executed and shall not have been supplemented or amended, except as may have been approved by the Underwriters pursuant • to the terms hereof; (d) This Contract shall be in full force and effect in accordance with its terms and shall not have been amended, modified or supplemented in any respect, except as may have been approved by the Underwriters; (e) There shall have been adopted and be in full force and effect such resolutions and ordinances authorizing the transactions contemplated by this Contract as may reasonably be required by the Underwriters; (f) The Issuer and the Commission shall perform or have performed all of their respective obligations required under or specified in this Contract, the Bonds, the Resolutions, the Trust Agreement and the Lease to be performed at or prior to the Closing; and (g) The Representative shall have received copies of each of the following documents in such number as shall be requested and in form and substance satisfactory to the Underwriters: (i) The executed Official Statement and each supplement or amendment, if any, thereto; (ii) An opinion of Baker & Daniels, bond counsel ( "Bond Counsel "), • dated the Closing Date, in substantially the form contained in the Official Statement, with such changes as the Underwriters shall reasonably approve, together with a letter M