Tab 4 General Certificate4
GENERAL CERTIFICATE OF THE COUNTY
We, Sylvia Murphy, Mayor of the Board of County Commissioners (the 'Board ")
of Monroe County, Florida (the "County "), and Lindsey Ballard, Deputy Clerk of the
Circuit Court of Monroe County, Florida and Ex- Officio Deputy Clerk to the Board, are
delivering this Certificate in connection with the issuance by the County of its Monroe
County, Florida Infrastructure Sales Surtax Improvement and Refunding Revenue Bond,
Series 2014 (the "Series 2014 Bond ") to Pinnacle Public Finance, Inc. All terms not
otherwise defined herein shall have the meanings ascribed thereto in Resolution No. 077-
2003 of the County, adopted on February 19, 2003, as amended and supplemented
(collectively, the "Resolution "). We hereby certify, to the best of our knowledge, as
follows:
1. The County has complied or is presently in compliance with all agreements
related to the Series 2014 Bond, including, but not limited to, the Infrastructure Sales
Surtax Ordinance and the Resolution and has satisfied all conditions on its part to be
observed or satisfied under the Infrastructure Sales Surtax Ordinance and the Resolution
at or prior to the date hereof.
2. The representations, warranties, covenants and agreements of the County
contained in the Resolution are true and correct in all respects on and as of the date
hereof as if made on the date hereof.
3. The County is not presently in default nor has it been in default since
December 31, 1975 as to the payment of principal or interest with respect to any
obligations issued by it.
4. No litigation or other proceedings are pending or, to the best of our
knowledge, threatened in any court or other tribunal, state or federal (a) restraining or
enjoining, or seeking to restrain or enjoin, the issuance, sale, execution or delivery of the
Series 2014 Bond, or (b) in any way questioning or affecting the validity of any
provisions of the Series 2014 Bond, the Resolution or the Infrastructure Sales Surtax
Ordinance, or (c) in any way questioning or affecting the validity of any of the
proceedings or authority for the authorization, sale, execution or delivery of the Series
2014 Bond, of any provision, program or transactions made or authorized for its payment,
or (d) restraining or enjoining, or seeking to restrain or enjoin, collection of any of the
Pledged Funds, or (e) questioning or affecting the organization or existence of the County
or the authority of any of its officers to perform all required actions in connection with
the issuance and sale of the Series 2014 Bond as contemplated by the Resolution.
5. The County is not in material breach of or material default under any
applicable constitutional provision, law or administrative regulation of the State or the
United States or any applicable judgment or decree or any loan agreement, indenture,
bond, note, material resolution, material agreement or other material instrument to which
the County is a party or to which the County or any of its property or assets is otherwise
subject, and no event has occurred and is continuing that with the passage of time or the
giving of notice, or both, would constitute a default or event of default under any such
instrument; and the execution and delivery of the Series 2014 Bond, the adoption of the
Resolution, the enactment of the Infrastructure Sales Surtax Ordinance and compliance
with the provisions on the County's part contained therein, will not conflict with or
constitute a material breach of or default under, any constitutional provision, law,
administrative regulation, judgment, decree, loan agreement, indenture, bond, note,
resolution, agreement or other instrument to which the County is a party or to which the
County or any of its property or assets is otherwise subject, and any such execution,
delivery, adoption or compliance will not result in the creation or imposition of any lien,
charge, or other security interest or encumbrance of any nature whatsoever upon any of
the property or assets of the County under the terms of any such ordinance, law,
regulation or instrument, except as expressly provided by the Series 2014 Bond.
6. Since September 30, 2013, no material adverse change has occurred in the
financial condition of the County and the County has not incurred any material liabilities
other than in the ordinary course of business.
IN WITNESS WHEREOF, we hereunto set our hands as of the 21st day of
October, 2014.
Deputy Clerk of the Circuit Court of Monroe
County and Ex- Officio Deputy Clerk to the
Board of County Commissioners