This page uses extracted PDF text. Text can misread numbers, dates or table columns. Check the PDF before quoting or interpreting it. Redacted areas remain redacted.
each thereof do not conflict with or constitute a material breach of or default under any applicable law or
administrative regulation of the Commonwealth, any department, division, agency or instrumentality
thereof, or the United States or any applicable judgment or decree, or any loan agreement, note, resolution,
certificate, agreement or other instrument to which the Issuer is a party or is otherwise subject;
(h) All approvals, consents, and orders of any governmental authority, board, agency or
commission having jurisdiction which would constitute a condition precedent to the performance by the
Issuer of its obligations hereunder and under the Bond Resolution, the Issuer Documents and the Bonds and
all other documents to be executed by the Issuer in connection with the issuance of the Bonds have been
obtained or will be obtained by the Closing Date;
(i) The Bonds, when delivered and sold to the Underwriter as provided herein, will have been
duly authorized and executed and will constitute validly issued and binding limited obligations of the Issuer
in conformity with, and entitled to the benefit and security of, the Act, the Bond Resolution and the Issuer
Documents;
(j) The Issuer will furnish such information, execute such instruments and cooperate with the
Underwriter as the Underwriter may reasonably request in order for the Underwriter (i) to qualify the Bonds
for offer and sale under the Blue Sky or other securities laws and regulations of such states and other
jurisdictions of the United States as the Underwriter may designate and (ii) to determine the eligibility of
the Bonds for investment under the laws of such states and other jurisdictions; provided that the Issuer shall
not be required to register as a dealer or broker in any jurisdiction or execute a general or special consent
to service of process or qualify to do business in any jurisdiction;
(k) To the actual knowledge of the Issuer, there is no action, suit, proceeding, inquiry or
investigation, at law or in equity, before or by any court, governmental agency, public board or body,
pending or threatened against the Issuer in any way:
(i) Affecting the organization of the Issuer, or the legal or corporate existence of the
Issuer, or the title of the members of the Issuer to their respective offices, or any powers of the
Issuer under the laws of the Commonwealth pursuant to which the Issuer was created;
(ii) Seeking to prohibit, restrain or enjoin the issuance, sale or delivery of the Bonds
or the collection of revenues from the Borrower derived from payments under the Loan Agreement,
or the pledge thereof;
(iii) Contesting or affecting the validity or enforceability of the Bonds or the Issuer
Documents;
(iv) Contesting the power of the Issuer to enter into, execute and deliver the Issuer
Documents or to consummate the transactions contemplated by such documents and the
Preliminary Official Statement and the Official Statement;
(v) Contesting in any way the completeness or accuracy of the Preliminary Official
Statement and the Official Statement or any amendment or supplement thereto (nor to the actual
knowledge of the Issuer, is there any basis therefor); or
(vi) Wherein an unfavorable decision, ruling or finding would materially adversely
affect the validity or enforceability of the Issuer Documents, or the exclusion from gross income
for federal income tax purposes of the interest on the Bonds;
6Jump to an indexed page (744 of 744)