Officers Certificate of the Authority

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(v) that capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement; (vi) that the Authority has all necessary power and authority to authorize and issue the Bonds and to execute,deliver and perform in obligations unde.r each of the Agreements;_ (vii) that the Authority has,by all necessary action,duly approved and authorized the execution and delivery of the Official Statement and has, by all necessary action, duly approved and authorized the execution and delivery of,and the performance by the Authority of its obligations contained in,the Agreements; (viii) that the Bonds and the Agreements have been duly executed and delivered by the Authority and,assuming due authorization, execution and delivery by the other parties thereto, constitute legally valid and binding agreements of the Authority; (ix) that the Authority has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to the date hereof under the Agreements,and the representations, agreements and warranties of the Authority contained in the Agreements are true and correct in all material respects as if made as of the date hereof; (x) that the Authority has no knowledge or reason to believe that the information in the Official Statement concerning the Authority contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made,not misleading; (xi) that to the best knowledge of the undersigned there is no action, suit,proceeding, inquiry or investigation before or by any court, public board or body pending or threatened against or affecting the Authority wherein an unfavorable decision, ruling or finding would restrain or enjoin the issuance, sale,execution or delivery of the Bonds or in any way contest or adversely affect (a) the validity of the Bonds, (b) the validity of the proceedings of the Authority taken with respect to the issuance or sale of the Bonds, (c) the pledge or application of any moneys or securities provided for the payment of the Bonds, (d) the existent or powers of the Authority or the title of any officers of the Authority to their respective positions, (e) the validity or enforceability of, or the authority or ability of the Authority to perform its obligations under, Agreements or any other agreement or instrument to which the Authority is a party and which has been or will be executed in connection with the consummation of the transactions contemplated by the foregoing documents,or (f) the transactions contemplated to be performed by the Authority in the Official Statement; (xii) that the employer identification number of the Authority, for federal tax purposes, is 33-0714537; and -2-