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1 <br /> <br /> 3 <br /> <br /> 5 <br /> <br /> 7 <br /> <br /> 9 <br /> <br /> 11 <br /> <br />13 <br /> <br /> 15 <br /> <br /> 17 <br /> <br /> 19 <br /> <br />21 <br /> <br />23 <br /> <br /> 25 <br /> <br /> 27 <br /> <br /> 29 <br /> <br />31 <br /> <br />33 <br /> <br />35 <br /> <br />37 <br /> <br />39 <br /> <br /> 41 <br /> <br /> 43 <br /> <br /> 45 <br /> <br /> 47 <br /> <br /> 49 <br /> <br /> 51 <br /> <br />moratorium or similar laws or equitable principles <br />affecting the rights of creditors generally. <br /> <br /> (c) No Encumbrances. The Authority will not pledge <br />any Premium or its other rights under this Agreement except <br />as provided under the terms of this Agreement and in the <br />Indenture. <br /> <br /> (d) Equitable Exercise of Responsibilities. The <br />Authority will exercise all rights and responsibilities <br />hereunder reasonably and equitably for the benefit of all <br />Participants without preference or discrimination among <br />Participants. <br /> <br /> (e) No Violations. Neither the execution and <br />delivery of this Agreement or the Indenture, nor the <br />fulfillment of or compliance with the terms and conditions <br />hereof or thereof, nor the consummation of the transactions <br />contemplated hereby or thereby, conflicts with or results <br />in a breach of the terms, conditions or provisions of the <br />Bylaws of the Authority or any restriction or any agreement <br />or instrument to which the Authority is now a party or by <br />which the Authority is bound, or constitutes a default <br />under any of the foregoing. <br /> <br /> (f) General Tax and Arbitrage Covenant. The <br />Authority covenants that, notwithstanding any other <br />provision of this Agreement, it will make no use of the <br />proceeds of the Bonds or of any other amounts or property <br />regardless of the source or take any action or refrain from <br />taking any action that may cause the obligations of the <br />Participants under this Agreement or the Bonds to be <br />"arbitrage bonds" subject to federal income taxation by <br />reason of Section 148 the Code. <br /> <br /> In addition, the Authority covenants that it will not <br />make any use of the proceeds of the obligations provided <br />herein or in the Bonds or any other funds of the <br />Participants or take or omit to take any other action that <br />would cause interest on the Bonds to be includable in gross <br />income of the owners thereof for federal income tax <br />purposes, To that end, so long as any Basic Premium is <br />unpaid or any Bond is outstanding, the Authority, with <br />respect to such proceeds and such other funds, will comply <br />with all requirements of Section 103 of the Code and all <br />related sections and all regulations of the United States <br />Department of the Treasury issued thereunder and under <br />Section 103 of the Internal Revenue Code of 1954, as <br />amended, to the extent that such requirements are, at the <br />time, applicable and in effect. <br /> <br /> 14 <br />2658002/2 <br /> <br /> <br />