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(g) Any and all authorizations, approvals, licenses, permits, consents and orders of any
<br />governmental authority, legislative body, board, agency or commission having jurisdiction over any
<br />matter which is required for the due authorization of, which would constitute a condition precedent
<br />to or the absence- of which would materially adversely affect the due performance by the Authority
<br />of its obligations under this Contract or the Trust Agreement will be obtained prior to the Closing
<br />Date, except for such approvals, consents and orders as may be required under the Blue Sky or
<br />securities laws of any state in connection with the offering and sale of the Bonds;
<br />(h) Between the date of this Contract and the Closing Date, the Authority will not, without the
<br />prior written consent of the Underwriter, which consent shall not unreasonably be withheld, offer or
<br />issue any bonds, notes or other obligations for borrowed money or incur any material liabilities,
<br />direct or contingent, except such obligations and liabilities as may be described in the Official
<br />Statement, and there will not be any adverse change of a material nature in the financial position,
<br />results of operations or conditions, financial or otherwise, of the Authority other than (i) as
<br />contemplated by and described in the Official Statement or (ii) in the ordinary course of its business;
<br />(i) There is no action, suit, proceeding, inquiry or investigation of any nature at law or in equity,
<br />before or by any court, governmental agency, public board or body pending or, to the knowledge of
<br />the Authority, threatened, seeking to restrain or enjoin the issuance, sale, execution or delivery of
<br />the Bonds or the performance of any of the covenants contained in this Contract or the Trust
<br />Agreement or in any way questioning or affecting (i) the transactions contemplated by this Contract,
<br />the Trust Agreement or the Official Statement, (ii) the right or authority of the Authority to pay the
<br />Bonds, including any applicable premiums, or to pledge or grant a security interest in the trust
<br />estate under the Trust Agreement or to carry out the terms and provisions of this Contract and the
<br />Trust Agreement, or {iii) the validity of the Bonds or any provision made for the payment of principal
<br />of, premium, if any, or interest on the Bonds or the power of the Authority to perform its obligations
<br />under this Contract and the Trust Agreement; and neither the corporate existence of the Authority
<br />nor the right of the members of the Board of Directors of the Authority to their offices nor the titles
<br />of the officers of the Authority to their respective offices are being contested, and no authority or
<br />proceeding for the issuance of the Bonds has been repealed, revoked or rescinded;
<br />Q) Except for the liens created equally and ratably under the Trust Agreement in connection
<br />with the issuance of the Bonds, there is no lien on any of the revenues or properties of the
<br />Authority as of the date of this Contract and there will be no such lien on the Closing Date;
<br />(k) As of the date thereof, the Preliminary Official Statement (i) has been deemed by the
<br />Authority to constitute a final official statement, except for the inclusion of certain information such
<br />as the offering prices of and interest rates on the Bonds, the final aggregate principal amount of the
<br />Bonds and of each maturity of the Bonds, the Closing Date, and other terms and conditions with
<br />respect to the sale of the Bonds established pursuant to this Contract and in accordance with SEC
<br />Rule 15c2-12{b)(1); and (ii) did not contain any untrue statement of a material fact or omit to state a
<br />material fact required to be stated therein or necessary to make the statements therein, in the light
<br />of the circumstances under which they were made, not misleading;
<br />(I) As of the date of this Contract, the Official Statement is hereby deemed by the Authority to
<br />constitute a final official statement with respect to the offering, issuance and sale of the Bonds, and
<br />at the time of the Authority's acceptance hereof and at all times subsequent thereto until and
<br />including the Closing Date, the Official Statement, together with any and all amendments and
<br />supplements thereto pursuant to paragraph (m) of this Section 3, does not and will not contain any
<br />untrue statement of a material fact or omit to state a material fact necessary to make the
<br />statements therein, in the light of the circumstances under which they were made, not misleading;
<br />(m) If between the date of this Contract and the Closing Date any event shall occur which might
<br />or would cause the Official Statement to contain any untrue statement of a material fact or to omit
<br />to state a material fact necessary to make the statements therein, in the light of the circumstances
<br />under which they were made, not misleading, the Authority will notify the Underwriter, and if in the
<br />opinion of the Underwriter such event requires the preparation and publication of a supplement or
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