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<br />shall cease to be such officer before the delivery of the Bonds, such signature shall nevertheless be <br />valid and sufficient for all purposes, as ifhe or she had remained in office until delivery. In the event <br />of the absence or disability of the Chair of the Board of County Commissioners or the County <br />Auditor such officers of the Issuer as may act in their behalf, shall without further act or <br />authorization of the County Commission execute and deliver the Bonds. <br /> <br />2.4. DELIVERY OF BONDS. Before delivery ofthe Bonds there shall be filed with Wells <br />Fargo Brokerage Services, LLC (the "Lender") (except to the extent waived by the Lender) the <br />following items: <br /> <br />(a) an executed copy of each of the following documents: <br /> <br />(i) this Bond Resolution; <br /> <br />(ii) the Loan Agreement; and <br /> <br />(iii) the Pledge Agreement; <br /> <br />(b) <br />Bonds; <br /> <br />an opinion of Bond Counsel as to the validity and tax-exempt status of the <br /> <br />( c) such other documents and opinions as Bond Counsel may reasonably require <br />for purposes of rendering its opinion required in subsection (b) above, or that the Lender may <br />reasonably require for the closing. <br /> <br />2.5. DISPOSITION OF BOND PROCEEDS. Upon delivery of the Bonds, the Lender shall, <br />on behalf of the Issuer, deposit the proceeds in a Proceeds Account to be held by the Lender. <br />Proceeds shall be disbursed by the Lender for payment of the cost of acquiring, constructing and <br />equipping the Project upon compliance with the provisions of the Loan Agreement. <br /> <br />2.6. REGISTRA TION OF TRANSFER. The Issuer will cause to be kept at the office of the <br />County Auditor a Bond Register in which, subject to such reasonable regulations as it may prescribe, <br />shall provide for the registration of transfers of ownership ofthe Bonds. The Bonds shall be initially <br />registered in the name of the Lender and shall be transferable upon the Bond Register by the <br />registered owner in person or by its agent duly authorized in writing, upon surrender of the Bonds <br />together with a written instrument oftransfer satisfactory to the County Auditor, duly executed by <br />the registered owner or its duly authorized agent. Upon such transfer the County Auditor shall note <br />the date of registration and the name and address of the new owner in the Bonds Register and in the <br />registration blank appearing on the Bonds. <br /> <br />2.7. MUTILA TED. LOST OR DESTROYED BONDS. In case any Bond issued hereunder shall <br />become mutilated or be destroyed or lost, the Issuer shall, if not then prohibited by law, cause to be <br />executed and delivered, a new Bond of like outstanding principal amount, number and tenor in <br /> <br />-3- <br />