Common use of Representations, Covenants and Warranties of the Authority Clause in Contracts

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌ (a) The Authority is a nonprofit corporation duly incorporated and in good standing under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority to enter into the Master Lease and this First Amendment to Lease and has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees that, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property and moneys received by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by the Authority of the Master Lease and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance with the provisions of the Master Lease and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery of the Series 2024 Bonds, the title insurance policies or endorsements required by Section 2.9 of the Second Supplemental Indenture and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read as set forth in Exhibit B to this First Amendment to Lease. The Board may not elect to renew the Lease in part and in the event it desires to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all of the Outstanding Bonds.‌ Section 4.02 Amendment of Section 4.1

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌that: (a) The Authority is a nonprofit corporation duly incorporated public body corporate and in good standing politic and is authorized under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority Act to enter into the Master Lease transactions contemplated by this Agreement and this First Amendment the Indenture and to Lease carry out its obligations herein and therein. The Authority has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees thatAgreement, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property all other documents and moneys received instruments to be delivered by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution transactions contemplated hereby and delivery by the Authority of the Master Lease will do or cause to be done all things necessary to preserve and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains keep such authorizations in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Prior Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue . To the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 best knowledge of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease Authority, the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance duly complied with the provisions of the Master Lease Act in connection with the authorization and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII issuance of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct Bonds. (b) To finance the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery Cost of the Series 2024 BondsProject, the title insurance policies or endorsements required by Section 2.9 Authority proposes to issue $40,000,000 aggregate principal amount of the Second Supplemental Indenture its Bonds which will mature and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read bear interest as set forth in Exhibit B Article II of the Indenture and which will be subject to this First Amendment to Leaseredemption and repurchase as set forth in Article III of the Indenture. The Board may Bonds will be issued under the Indenture, pursuant to which the Authority’s interest in this Agreement (except its rights under Sections 4.02(c), 4.05, 6.10, 6.14, 6.21, 7.02, and 8.05 hereof and the right of the Authority at its option to enforce its Reserved Rights, without limiting the right of the Trustee with respect thereto) will be pledged and assigned to the Trustee in order to provide for the payment of the principal of, redemption price, if any, and interest on the Bonds; provided, however that the Authority has not elect assigned to renew the Lease Trustee the right to grant or withhold consent pursuant to Sections 6.15 and 7.01 hereof or the additional remedies set forth in part Section 8.03 hereof. The issuance of the Bonds and the execution of this Agreement and the Indenture have been approved by the Authority at a duly constituted meeting. (c) Except as provided herein and in the event it desires Indenture, the Authority has not and shall not assign, encumber, convey or otherwise dispose of its rights hereunder. (d) The Authority shall not sell, assign, encumber (other than pursuant to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all granting clauses of the Outstanding Bonds.‌Indenture), convey or otherwise dispose of its interest in this Agreement and in the amounts payable hereunder during the term of this Agreement, except as set forth in this Section, without the prior written consent of the Company and the Trustee and any purported disposition without such consent shall be void. (e) Based upon the information provided to the Authority, the Authority hereby finds and determines that the financing of the Project through the issuance of the Bonds will further the public purposes of the Act. (f) The Authority hereby covenants to comply with the provisions of the Code applicable to the Bonds as in effect on the Date of Issuance and not to take any action or fail to take any action which would cause the interest on the Bonds to lose the exclusion from gross income for purposes of federal income taxation (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.02 Amendment 147(a) of the Code). The Authority agrees that it shall at all times do and perform all acts and things necessary under the Code as in effect on the Date of Issuance in order to assure that interest paid on the Bonds (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.1147(a) of the Code) shall, for purposes of federal income taxation, be and remain excludable from the gross income of the recipients thereof under the Code as in effect on the Date of Issuance and that it will refrain from doing or performing any act or thing that will cause such interest not to be so excludable. Notwithstanding anything contained in this Section to the contrary, the Authority shall not have any liability to the Owners, the Trustee or otherwise as a result of its failure to comply with the provisions of this Section.

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌that: (a) The Authority is a nonprofit corporation duly incorporated public body corporate and in good standing politic and is authorized under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority Act to enter into the Master Lease transactions contemplated by this Agreement and this First Amendment the Indenture and to Lease carry out its obligations herein and therein. The Authority has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees thatAgreement, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property all other documents and moneys received instruments to be delivered by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution transactions contemplated hereby and delivery by the Authority of the Master Lease will do or cause to be done all things necessary to preserve and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains keep such authorizations in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Prior Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue . To the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 best knowledge of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease Authority, the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance duly complied with the provisions of the Master Lease Act in connection with the authorization and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII issuance of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct Bonds. (b) To finance the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery Cost of the Series 2024 BondsProject, the title insurance policies or endorsements required by Section 2.9 Authority proposes to issue $54,600,000 aggregate principal amount of the Second Supplemental Indenture its Bonds which will mature and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read bear interest as set forth in Exhibit B Article II of the Indenture and which will be subject to this First Amendment to Leaseredemption and repurchase as set forth in Article III of the Indenture. The Board may Bonds will be issued under the Indenture, pursuant to which the Authority’s interest in this Agreement (except its rights under Sections 4.02(c), 4.05, 6.10, 6.14, 6.21, 7.02, and 8.05 hereof and the right of the Authority at its option to enforce its Reserved Rights, without limiting the right of the Trustee with respect thereto) will be pledged and assigned to the Trustee in order to provide for the payment of the principal of, redemption price, if any, and interest on the Bonds; provided, however that the Authority has not elect assigned to renew the Lease Trustee the right to grant or withhold consent pursuant to Sections 6.15 and 7.01 hereof or the additional remedies set forth in part Section 8.03 hereof. The issuance of the Bonds and the execution of this Agreement and the Indenture have been approved by the Authority at a duly constituted meeting. (c) Except as provided herein and in the event it desires Indenture, the Authority has not and shall not assign, encumber, convey or otherwise dispose of its rights hereunder. (d) The Authority shall not sell, assign, encumber (other than pursuant to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all granting clauses of the Outstanding Bonds.‌Indenture), convey or otherwise dispose of its interest in this Agreement and in the amounts payable hereunder during the term of this Agreement, except as set forth in this Section, without the prior written consent of the Company and the Trustee and any purported disposition without such consent shall be void. (e) Based upon the information provided to the Authority, the Authority has previously found and determined that the financing of the Project through the issuance of the Bonds would further the public purposes of the Act. (f) The Authority hereby covenants to comply with the provisions of the Code applicable to the Bonds as in effect on the date of issuance of the Bonds and not to take any action or fail to take any action which would cause the interest on the Bonds to lose the exclusion from gross income for purposes of federal income taxation (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.02 Amendment 147(a) of the Code). The Authority agrees that it shall at all times do and perform all acts and things necessary under the Code as in effect on the date of issuance of the Bonds in order to assure that interest paid on the Bonds (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.1147(a) of the Code) shall, for purposes of federal income taxation, be and remain excludable from the gross income of the recipients thereof under the Code as in effect on the date of issuance of the Bonds and that it will refrain from doing or performing any act or thing that will cause such interest not to be so excludable. Notwithstanding anything contained in this Section to the contrary, the Authority shall not have any liability to the Owners, the Trustee or otherwise as a result of its failure to comply with the provisions of this Section.

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌that: (a) The Authority is a nonprofit corporation duly incorporated public body corporate and in good standing politic and is authorized under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority Act to enter into the Master Lease transactions contemplated by this Agreement and this First Amendment the Indenture and to Lease carry out its obligations herein and therein. The Authority has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees thatAgreement, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property all other documents and moneys received instruments to be delivered by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution transactions contemplated hereby and delivery by the Authority of the Master Lease will do or cause to be done all things necessary to preserve and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains keep such authorizations in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue . To the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 best knowledge of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease Authority, the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance duly complied with the provisions of the Master Lease Act in connection with the authorization and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII issuance of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct Bonds. (b) To finance the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery Cost of the Series 2024 BondsProject, the title insurance policies or endorsements required by Section 2.9 Authority proposes to issue $39,000,000 aggregate principal amount of the Second Supplemental Indenture its Bonds which will mature and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read bear interest as set forth in Exhibit B Article II of the Indenture and which will be subject to this First Amendment to Leaseredemption and repurchase as set forth in Article III of the Indenture. The Board may Bonds will be issued under the Indenture, pursuant to which the Authority’s interest in this Agreement (except its rights under Sections 4.02(c), 4.05, 6.10, 6.14, 6.21, 7.02, and 8.05 hereof and the right of the Authority at its option to enforce its Reserved Rights, without limiting the right of the Trustee with respect thereto) will be pledged and assigned to the Trustee in order to provide for the payment of the principal of, redemption price, if any, and interest on the Bonds; provided, however that the Authority has not elect assigned to renew the Lease Trustee the right to grant or withhold consent pursuant to Sections 6.15 and 7.01 hereof or the additional remedies set forth in part Section 8.03 hereof. The issuance of the Bonds and the execution of this Agreement and the Indenture have been approved by the Authority at a duly constituted meeting. (c) Except as provided herein and in the event it desires Indenture, the Authority has not and shall not assign, encumber, convey or otherwise dispose of its rights hereunder. (d) The Authority shall not sell, assign, encumber (other than pursuant to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all granting clauses of the Outstanding Bonds.‌Indenture), convey or otherwise dispose of its interest in this Agreement and in the amounts payable hereunder during the term of this Agreement, except as set forth in this Section, without the prior written consent of the Company and the Trustee and any purported disposition without such consent shall be void. (e) Based upon the information provided to the Authority, the Authority has previously found and determined that the financing of the Project through the issuance of the Bonds would further the public purposes of the Act. (f) The Authority hereby covenants to comply with the provisions of the Code applicable to the Bonds as in effect on the date of issuance of the Bonds and not to take any action or fail to take any action which would cause the interest on the Bonds to lose the exclusion from gross income for purposes of federal income taxation (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.02 Amendment 147(a) of the Code). The Authority agrees that it shall at all times do and perform all acts and things necessary under the Code as in effect on the date of issuance of the Bonds in order to assure that interest paid on the Bonds (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.1147(a) of the Code) shall, for purposes of federal income taxation, be and remain excludable from the gross income of the recipients thereof under the Code as in effect on the date of issuance of the Bonds and that it will refrain from doing or performing any act or thing that will cause such interest not to be so excludable. Notwithstanding anything contained in this Section to the contrary, the Authority shall not have any liability to the Owners, the Trustee or otherwise as a result of its failure to comply with the provisions of this Section.

Representations, Covenants and Warranties of the Authority. The Authority representsmakes the following representations, covenants and warrants warranties to the City as the bases for the benefit of the Board and the Trustee as follows:‌its undertakings herein contained: (a) The Authority is a nonprofit corporation joint exercise of powers authority duly incorporated organized, existing and in good standing under and by virtue of the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, California; has the corporate power and authority to enter into this Facility Lease, the Master Expansion Lease and this First Amendment the Indenture; is possessed of full power to Lease own and hold real and personal property and to lease and sell the same; and has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate actionall of the aforesaid agreements and such agreements constitute the legal, valid and binding obligations of the Authority, enforceable against the Authority in accordance with their respective terms. (b) The Authority agrees thatwill not pledge, so long as assign or convey the Lease has not been terminated, it will maintain Base Rental Payments or other amounts derived from the Leased Property and from its corporate existence, will continue to be a corporation in good standing other rights under the laws of the Statethis Facility Lease, will not dissolve assign its rights hereunder or otherwise dispose of all or substantially all of its assetsunder the Expansion Lease, and will not encumber the Leased Property, except as provided in under the Lease,, terms of this Facility Lease and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into itthe Indenture. (c) The Authority has, or will acquire, ownership representatives of the Project (subject Authority executing this Facility Lease, the Expansion Lease and the Indenture are fully authorized to Permitted Encumbrances). The Authority has execute the same pursuant to official action taken by the Master Lease and this First Amendment to Lease leased governing body of the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted EncumbrancesAuthority. (d) The Authority will not pledge the Base Rentalsthis Facility Lease, the Additional Rentals, Purchase Option Price or any of its other rights under the Expansion Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture have been authorized, executed and the Security Documents. All property and moneys received delivered by the Authority for and constitute the Board willlegal, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit valid and binding agreements of the BoardAuthority, and all property and moneys received by enforceable against the Authority under the Master Lease and hereunder in accordance with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholderstheir respective terms. (e) Neither the The execution and delivery hereofof this Facility Lease, nor the Expansion Lease and the Indenture, the consummation of the transactions herein and therein contemplated and the fulfillment of or compliance with the terms and conditions hereofhereof and therof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts do not and will not conflict with or results in constitute a violation or breach of or default (with due notice or the termspassage of time or both) under any applicable law or administrative rule or regulation, conditions or provisions of any restriction or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contractor other agreement or instrument to which the Authority is now a party or by which the Authority is it or its properties are otherwise subject or bound, or constitutes a default under any of the foregoing or results result in the creation or imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the Authority except Permitted EncumbrancesAuthority, which conflict, violation, breach, default, lien, charge or encumbrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by this Facility Lease, the Expansion Lease and the Indenture or the financial condition, assets, properties or operations of the Authority. (f) No consent or approval of any trustee or holder of any indebtedness of the Authority, and no consent, permission, authorization, order or license of, or filing or registration with, any governmental authority is necessary in connection with the execution and delivery of this Facility Lease, the Expansion Lease and the Indenture or the consummation of any transaction herein or therein contemplated, except as have been obtained or made and as are in full force and effect. (g) There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other governmental authority pending or, to the knowledge of the Authority after reasonable investigation, threatened against or affecting the Authority or the assets, properties or operations of the Authority which, if determined adversely to the Authority or its interests, would have a material and adverse effect upon the consummation of the transactions contemplated by or the validity of this Facility Lease, the Expansion Lease and the Indenture, or upon the financial condition, assets, properties or operations of the Authority, and the Authority is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by this Facility Lease, the Expansion Lease and the Indenture or the financial conditions, assets, properties or operations of the Authority. (h) Except as otherwise provided in the Master this Facility Lease and herein, in the Indenture and the Security DocumentsIndenture, the Authority will not assign the Expansion Lease or this Facility Lease, its rights right to payments receive Base Rental Payments from the Board City, or its rights, duties and obligations under the Expansion Lease and hereunder or this Facility Lease to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2or Section 5.03. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by the Authority of the Master Lease and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance with the provisions of the Master Lease and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery of the Series 2024 Bonds, the title insurance policies or endorsements required by Section 2.9 of the Second Supplemental Indenture and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read as set forth in Exhibit B to this First Amendment to Lease. The Board may not elect to renew the Lease in part and in the event it desires to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all of the Outstanding Bonds.‌ Section 4.02 Amendment of Section 4.1

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌that: (a) The Authority is a nonprofit corporation duly incorporated public body corporate and in good standing politic and is authorized under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority Act to enter into the Master Lease transactions contemplated by this Agreement and this First Amendment the Indenture and to Lease carry out its obligations herein and therein. The Authority has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees thatAgreement, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property all other documents and moneys received instruments to be delivered by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution transactions contemplated hereby and delivery by the Authority of the Master Lease will do or cause to be done all things necessary to preserve and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains keep such authorizations in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Prior Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue . To the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 best knowledge of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease Authority, the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance duly complied with the provisions of the Master Lease Act in connection with the authorization and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII issuance of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct Bonds. (b) To finance the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery Cost of the Series 2024 BondsProject, the title insurance policies or endorsements required by Section 2.9 Authority proposes to issue $36,300,000 aggregate principal amount of the Second Supplemental Indenture its Bonds which will mature and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read bear interest as set forth in Exhibit B Article II of the Indenture and which will be subject to this First Amendment to Leaseredemption and repurchase as set forth in Article III of the Indenture. The Board may Bonds will be issued under the Indenture, pursuant to which the Authority’s interest in this Agreement (except its rights under Sections 4.02(c), 4.05, 6.10, 6.14, 6.21, 7.02, and 8.05 hereof and the right of the Authority at its option to enforce its Reserved Rights, without limiting the right of the Trustee with respect thereto) will be pledged and assigned to the Trustee in order to provide for the payment of the principal of, redemption price, if any, and interest on the Bonds; provided, however that the Authority has not elect assigned to renew the Lease Trustee the right to grant or withhold consent pursuant to Sections 6.15 and 7.01 hereof or the additional remedies set forth in part Section 8.03 hereof. The issuance of the Bonds and the execution of this Agreement and the Indenture have been approved by the Authority at a duly constituted meeting. (c) Except as provided herein and in the event it desires Indenture, the Authority has not and shall not assign, encumber, convey or otherwise dispose of its rights hereunder. (d) The Authority shall not sell, assign, encumber (other than pursuant to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all granting clauses of the Outstanding Bonds.‌Indenture), convey or otherwise dispose of its interest in this Agreement and in the amounts payable hereunder during the term of this Agreement, except as set forth in this Section, without the prior written consent of the Company and the Trustee and any purported disposition without such consent shall be void. (e) Based upon the information provided to the Authority, the Authority hereby finds and determines that the financing of the Project through the issuance of the Bonds will further the public purposes of the Act. (f) The Authority hereby covenants to comply with the provisions of the Code applicable to the Bonds as in effect on the Date of Issuance and not to take any action or fail to take any action which would cause the interest on the Bonds to lose the exclusion from gross income for purposes of federal income taxation (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.02 Amendment 147(a) of the Code). The Authority agrees that it shall at all times do and perform all acts and things necessary under the Code as in effect on the Date of Issuance in order to assure that interest paid on the Bonds (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.1147(a) of the Code) shall, for purposes of federal income taxation, be and remain excludable from the gross income of the recipients thereof under the Code as in effect on the Date of Issuance and that it will refrain from doing or performing any act or thing that will cause such interest not to be so excludable. Notwithstanding anything contained in this Section to the contrary, the Authority shall not have any liability to the Owners, the Trustee or otherwise as a result of its failure to comply with the provisions of this Section.

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee Town as follows:‌follows: (a) The Authority is a nonprofit corporation duly incorporated and in good standing under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority to enter into the Master Lease and this First Amendment to Lease and has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees that, so long as the this Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the this Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or merge into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board Town as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease hereunder and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture Master Resolution and the Security Documents. All property and moneys received by the Authority for the Board Town will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the BoardTown, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture Master Resolution for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions and hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture Master Resolution and the Security Documents, the Authority will not assign the this Lease, its rights to payments from the Board Town or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture Master Resolution or the exhibits hereto and thereto. (h) There is no action, suit or suit, proceeding pending or, to the best knowledge of the Authority, threatened, threatened or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental IndentureMaster Resolution, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by the Authority of the Master Lease and this First Amendment to Lease, the General Indenture, the Second Supplemental IndentureMaster Resolution, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental IndentureMaster Resolution, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 601 of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance with the provisions of the Master Lease and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery of the Series 2024 Bonds, the title insurance policies or endorsements required by Section 2.9 of the Second Supplemental Indenture and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read as set forth in Exhibit B to this First Amendment to Lease. The Board may not elect to renew the Lease in part and in the event it desires to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all of the Outstanding Bonds.‌ Section 4.02 Amendment of Section 4.1.

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌follows: (a) The Authority is a nonprofit corporation duly incorporated and in good standing under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority to enter into the this Master Lease and this First Amendment to Lease and has duly authorized and approved the execution and delivery of this First Amendment to Master Lease by proper corporate action. (b) The Authority agrees that, so long as the this Master Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,this Master Lease (or similar leases), and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or merge into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased lease the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the this Master Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and or under the Indenture and the Security Documents. All property and moneys received by the Authority for from the Board will, so long as no Event of Nonappropriation or no Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the this Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the this Master Lease and hereinLease, in the Indenture and the Security Documents, the Authority will not assign the this Master Lease, its rights to payments from the Board or its duties and obligations under the this Master Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 2021 Bonds in a manner not authorized by the terms of the this Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the this Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, Indenture and the Security Documents or the BondsDocuments. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by the Authority of the this Master Lease and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the this Master Lease, the Indenture and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue the Series 2024 2021 Bonds and no petition meeting the requirements of Section 17D-2-502 of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 2021 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance with the provisions of the Master Lease and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery of the Series 2024 Bonds, the title insurance policies or endorsements required by Section 2.9 of the Second Supplemental Indenture and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read as set forth in Exhibit B to this First Amendment to Lease. The Board may not elect to renew the Lease in part and in the event it desires to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all of the Outstanding Bonds.‌ Section 4.02 Amendment of Section 4.1.

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌ (a) The Authority is a nonprofit corporation duly incorporated and in good standing under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority to enter into the Master Lease and this First Second Amendment to Lease and has duly authorized and approved the execution and delivery of this First Second Amendment to Lease by proper corporate action. (b) The Authority agrees that, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Second Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property and moneys received by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease Xxxxx and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 2024B Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 2024B Bondholders of interest on the Series 2024 2024B Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 2024B Bonds in a manner not authorized by the terms of the Master Lease and this First Second Amendment to Lease, the Ground Lease, the General Indenture, the Second Third Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Second Amendment to Lease, the Second Third Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by the Authority of the Master Lease and this First Second Amendment to Lease, the General Indenture, the Second Third Supplemental Indenture, the Security Documents and the Series 2024 2024B Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Second Amendment to Lease, the General Indenture, the Second Third Supplemental Indenture, the Security Documents and the Series 2024 2024B Bonds have been obtained. (i) The Lease remains in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 2024B Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue the Series 2024 2024B Bonds and no petition meeting the requirements of Section 17D-2-502 of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 2024B Bonds all in accordance with the provisions of Section 0011- 14-00-000 318 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance with the provisions of the Master Lease and this First Second Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Second Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Second Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 2024B Project or any portion thereof as provided in Article XII of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct the Series 2024 2024B Project all as more fully described in the Master Lease and this First Second Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery of the Series 2024 2024B Bonds, the title insurance policies or endorsements required by Section 2.9 of the Second Third Supplemental Indenture and Section 2.14 of the General Indenture. AMENDMENTS‌ AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read as set forth in Exhibit B to this First Second Amendment to Lease. The Board may not elect to renew the Lease in part and in the event it desires to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all of the Outstanding Bonds.‌ Section 4.02 Amendment of Section 4.1

Representations, Covenants and Warranties of the Authority. The Authority represents, covenants and warrants for the benefit of the Board and the Trustee as follows:‌that: (a) The Authority is a nonprofit corporation duly incorporated public body corporate and in good standing politic and is authorized under the laws of the State and is duly qualified to transact business in the State, is not in violation of any provision of its Articles of Incorporation or its Bylaws, has the corporate power and authority Act to enter into the Master Lease transactions contemplated by this Agreement and this First Amendment the Indenture and to Lease carry out its obligations herein and therein. The Authority has duly authorized and approved the execution and delivery of this First Amendment to Lease by proper corporate action. (b) The Authority agrees thatAgreement, so long as the Lease has not been terminated, it will maintain its corporate existence, will continue to be a corporation in good standing under the laws of the State, will not dissolve or otherwise dispose of all or substantially all of its assets, except as provided in the Lease,, and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate with or into it. (c) The Authority has, or will acquire, ownership of the Project (subject to Permitted Encumbrances). The Authority has by the Master Lease and this First Amendment to Lease leased the Project to the Board as hereinafter provided. It is understood by the parties hereto that the Authority shall have all rights, title and interest in the Project, subject to Permitted Encumbrances. (d) The Authority will not pledge the Base Rentals, the Additional Rentals, Purchase Option Price or any of its other rights under the Lease and will not assign its interest in or encumber the Project except as provided under the Master Lease and hereunder and under the Indenture and the Security Documents. All property all other documents and moneys received instruments to be delivered by the Authority for the Board will, so long as no Event of Nonappropriation or Event of Default shall occur, be applied for the benefit of the Board, and all property and moneys received by the Authority under the Master Lease and hereunder with respect to the Project and under the Indenture for the Bondholders of the Bonds will be applied for the proportionate benefit of said Bondholders. (e) Neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated under the Lease or hereby conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the Authority is now a party or by which the Authority is bound, or constitutes a default under any of the foregoing or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Authority except Permitted Encumbrances. (f) Except as otherwise provided in the Master Lease and herein, in the Indenture and the Security Documents, the Authority will not assign the Lease, its rights to payments from the Board or its duties and obligations under the Lease and hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in this Section 2.2. (g) The Authority will not use any of the proceeds of the sale of the Series 2024 Bonds in such a manner as to, or take or permit anyone to take any action which would, impair the exclusion from gross income of the Series 2024 Bondholders of interest on the Series 2024 Bonds for purposes of federal income taxation, and will not use any of the proceeds of the sale of the Series 2024 Bonds in a manner not authorized by the terms of the Master Lease and this First Amendment to Lease, the Ground Lease, the General Indenture, the Second Supplemental Indenture or the exhibits hereto and thereto. (h) There is no action, suit or proceeding pending or, to the best knowledge of the Authority, threatened, or any basis therefor, before any court or administrative agency which might adversely affect the Authority or the ability of the Authority to perform its obligations under the Master Lease, the General Indenture, this First Amendment to Lease, the Second Supplemental Indenture, the Security Documents or the Bonds. All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution transactions contemplated hereby and delivery by the Authority of the Master Lease will do or cause to be done all things necessary to preserve and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds or in connection with the carrying out by the Authority of its obligations under the Master Lease, and this First Amendment to Lease, the General Indenture, the Second Supplemental Indenture, the Security Documents and the Series 2024 Bonds have been obtained. (i) The Lease remains keep such authorizations in full force and effect. No Event of Default under the Lease or the Indenture has occurred or is continuing and no Event of Nonappropriation has occurred or is continuing. The Series 2024 Prior Project constitutes a “project” within the meaning of the Act. (j) The Authority gave notice of its intent to issue . To the Series 2024 Bonds and no petition meeting the requirements of Section 17D-2-502 best knowledge of the Local Building Authority Act was submitted during the 30-day period following publication of such notice. The Authority gave notice of a public hearing and held such public hearing with respect to the issuance of the Series 2024 Bonds all in accordance with the provisions of Section 00-00-000 of the Act. DEMISING CLAUSE‌ Pursuant to the Master Lease Authority, the Authority has demised and leased and the Authority hereby leases, the Projects to the Board and the Board has leased and hereby leases, the Projects from the Authority, subject only to Permitted Encumbrances in accordance duly complied with the provisions of the Master Lease Act in connection with the authorization and this First Amendment to Lease, to have and to hold under the Lease for the Lease Term unless sooner terminated as expressly provided therein. The Authority and the Board hereby acknowledge that the Master Lease as amended and supplemented by this First Amendment to Lease and hereby shall remain in full force and effect for the Lease Term, unless sooner terminated as provided in the Master Lease. Nothing in the Master Lease or this First Amendment to Lease shall be construed to require the Board to operate the Project other than as the lessee thereunder or to exercise its right to purchase the Series 2024 Project or any portion thereof as provided in Article XII issuance of the Master Lease. The Authority warrants and covenants that it has and will acquire and construct Bonds. (b) To finance the Series 2024 Project all as more fully described in the Master Lease and this First Amendment to Lease and subject to Permitted Encumbrances. The Authority will cause to be furnished to the Trustee at the time of delivery Cost of the Series 2024 BondsProject, the title insurance policies or endorsements required by Section 2.9 Authority proposes to issue $46,500,000 aggregate principal amount of the Second Supplemental Indenture its Bonds which will mature and Section 2.14 of the General Indenture. AMENDMENTS‌ Section 4.01 Amendment of Base Rental Schedule - Exhibit C to Master Lease. The Base Rental Payment Schedule set forth in Exhibit C to the Master Lease is amended and replaced in full to read bear interest as set forth in Exhibit B Article II of the Indenture and which will be subject to this First Amendment to Leaseredemption and repurchase as set forth in Article III of the Indenture. The Board may Bonds will be issued under the Indenture, pursuant to which the Authority’s interest in this Agreement (except its rights under Sections 4.02(c), 4.05, 6.10, 6.14, 6.21, 7.02, and 8.05 hereof and the right of the Authority at its option to enforce its Reserved Rights, without limiting the right of the Trustee with respect thereto) will be pledged and assigned to the Trustee in order to provide for the payment of the principal of, redemption price, if any, and interest on the Bonds; provided, however that the Authority has not elect assigned to renew the Lease Trustee the right to grant or withhold consent pursuant to Sections 6.15 and 7.01 hereof or the additional remedies set forth in part Section 8.03 hereof. The issuance of the Bonds and the execution of this Agreement and the Indenture have been approved by the Authority at a duly constituted meeting. (c) Except as provided herein and in the event it desires Indenture, the Authority has not and shall not assign, encumber, convey or otherwise dispose of its rights hereunder. (d) The Authority shall not sell, assign, encumber (other than pursuant to renew the Lease must appropriate an amount sufficient to pay Base Rentals attributable to all granting clauses of the Outstanding Bonds.‌Indenture), convey or otherwise dispose of its interest in this Agreement and in the amounts payable hereunder during the term of this Agreement, except as set forth in this Section, without the prior written consent of the Company and the Trustee and any purported disposition without such consent shall be void. (e) Based upon the information provided to the Authority, the Authority has previously found and determined that the financing of the Project through the issuance of the Bonds would further the public purposes of the Act. (f) The Authority hereby covenants to comply with the provisions of the Code applicable to the Bonds as in effect on the date of issuance of the Bonds and not to take any action or fail to take any action which would cause the interest on the Bonds to lose the exclusion from gross income for purposes of federal income taxation (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.02 Amendment 147(a) of the Code). The Authority agrees that it shall at all times do and perform all acts and things necessary under the Code as in effect on the date of issuance of the Bonds in order to assure that interest paid on the Bonds (except any Bond for any period during which such Bond is held by a “substantial user” of a facility refinanced with the proceeds of the Bonds or a “related person” as such terms are defined in Section 4.1147(a) of the Code) shall, for purposes of federal income taxation, be and remain excludable from the gross income of the recipients thereof under the Code as in effect on the date of issuance of the Bonds and that it will refrain from doing or performing any act or thing that will cause such interest not to be so excludable. Notwithstanding anything contained in this Section to the contrary, the Authority shall not have any liability to the Owners, the Trustee or otherwise as a result of its failure to comply with the provisions of this Section.