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SECTION 13. Survival of Representations and Warranties
The representations and warranties of the Issuer and the Borrower shall not be deemed to have been
discharged, satisfied or otherwise rendered void by reason of the Closing and regardless of any
investigations made by or on behalf of the Underwriter (or statements as to the results of such
investigations) concerning such representations and statements of the Issuer and the Borrower and
regardless of delivery of and payment for the Bonds.
SECTION 14. Execution in Counterparts
This Bond Purchase Agreement may be executed by the parties hereto in separate counterparts,
each of which when so executed and delivered shall be an original, but all such counterparts shall together
constitute but one and the same instrument.
SECTION 15. No Prior Agreements
This Bond Purchase Agreement supersedes and replaces all prior negotiations, agreements and
understandings between the parties hereto in relation to the sale of Bonds for the Issuer.
SECTION 16. Effective Date
This Bond Purchase Agreement shall become effective and binding upon the respective parties
hereto upon the execution of the acceptance hereof by the Issuer and the Borrower and shall be valid and
enforceable as of the time of such acceptance.
SECTION 17. Governing Law
This Bond Purchase Agreement shall be governed by the internal laws of the Commonwealth
without giving effect to the conflict of law principles of the Commonwealth.
SECTION 18. Underwriter Not Acting as Advisor or Fiduciary
The Issuer and the Borrower each acknowledge and agree that (i) the purchase and sale of the Bonds
pursuant to this Bond Purchase Agreement is an arm鈥檚-length commercial transaction among the Issuer, the
Borrower, and the Underwriter, (ii) in connection therewith and with the discussions, undertakings and
procedures leading up to the consummation of such transaction, the Underwriter is and has been acting
solely as a principal and is not acting as the agent, advisor, municipal advisor or fiduciary of the Issuer or
the Borrower, (iii) the Underwriter has not assumed individually or collectively an advisory or fiduciary
responsibility in favor of the Issuer or the Borrower with respect to the offering contemplated hereby or the
discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriter has
advised or provided other services or is currently advising or providing other services to the Issuer or the
Borrower on other matters) and the Underwriter has no obligation to the Issuer or the Borrower with respect
to the offering contemplated hereby except the obligations expressly set forth in this Bond Purchase
Agreement and (iv) the Issuer and the Borrower have consulted their own legal, financial and other advisors
to the extent they deem appropriate in connection with the offering of the Bonds.
SECTION 19. HUD Provisions
The Borrower, the Underwriter and the Issuer acknowledge that this Bond Purchase Agreement,
and all of the Borrower鈥檚 obligations hereunder, are subject and subordinate to the FHA Loan Documents
and the Program Obligations (as defined in the FHA Mortgage). Notwithstanding any provision in this
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