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(7)the Borrower has obtained a CUSIP number for the WIFIA <br />Loan for purposes of monitoring through EMMA; <br />(8)the representations and warranties of the Borrower set forth <br />in the WIFIA Loan Agreement and in each other Related Document to <br />which the Borrower is a party are true and correct on and as of the date <br />hereof, except to the extent that such representations and warranties <br />expressly relate to an earlier date, in which case such representations and <br />warranties were true and correct as of such earlier date; and <br />(9)no Material Adverse Effect, or any event or condition that <br />could reasonably be expected to have a Material Adverse Effect, has <br />occurred or arisen since December 9, 2019. <br />(ix)The Borrower shall have provided evidence to the WIFIA Lender’s <br />satisfaction, no more than thirty (30) days prior to the Effective Date, of the assignment by <br />at least two (2) Nationally Recognized Rating Agencies of a public Investment Grade <br />Rating to the Bonds then Outstanding and any Additional Bonds (including the WIFIA <br />Bond) proposed to be issued for the Project, along with a certification in the Closing <br />Certificate that no such rating has been reduced, withdrawn or suspended as of the Effective <br />Date. <br />(x)The Borrower shall have delivered to the WIFIA Lender a Base Case <br />Financial Model in form and substance acceptable to the WIFIA Lender, along with a <br />certification in the Closing Certificate that such Base Case Financial Model <br />(A) demonstrates that projected System Revenues are sufficient to meet the Loan <br />Amortization Schedule; (B) demonstrates compliance with the Rate Covenant for each <br />Borrower Fiscal Year through the Final Maturity Date; (C) reflects principal amortization <br />and interest payment schedules acceptable to the WIFIA Lender; and (D) demonstrates that <br />the Borrower has developed, and identified adequate revenues to implement, a plan for <br />operating, maintaining and repairing the Project over the useful life of the Project. <br />(xi)The Borrower shall have delivered to the WIFIA Lender <br />(A) (1) certificates of insurance or (2) if the Borrower is self-insured, a certificate of the <br />Borrower’s risk management department pertaining to the Borrower’s self-insurance <br />program, along with a certification in the Closing Certificate that such insurance certificate <br />is true and correct and demonstrates compliance with the requirements of Section 14(f) <br />(Affirmative Covenants – Insurance) and (B) at the WIFIA Lender’s request, copies of such <br />insurance policies and/or, if applicable, documents pertaining to the Borrower’s self- <br />insurance program. <br />(xii)No later than thirty (30) days prior to the Effective Date, the <br />Borrower shall have delivered to the WIFIA Lender the Public Benefits Report. <br />(xiii)The Borrower shall have provided the WIFIA Lender records of any <br />Eligible Project Costs incurred prior to the Effective Date, in form and substance <br />satisfactory to the WIFIA Lender. <br />26 <br /> <br />