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(vi)To the extent not previously delivered to the WIFIA Lender, the <br />Borrower shall have provided copies of any Principal Project Contracts (including any <br />amendment, modification or supplement thereto) entered into after the Effective Date, <br />along with a certification in the Requisition that each such document is complete, fully <br />executed and in full force and effect. <br />(vii)The Borrower shall have paid in full (A) any outstanding Servicing <br />Fees due and payable under Section 10 (Fees and Expenses) and (B)all invoices received <br />from the WIFIA Lender as of the date of disbursement of the WIFIA Loan and delivered <br />by the WIFIA Lender to the Borrower, for the fees and expenses of the WIFIA Lender’s <br />counsel and financial advisors and any auditors or other consultants retained by the WIFIA <br />Lender for the purposes hereof. <br />(viii)To the extent not previously delivered to the WIFIA Lender, the <br />Borrower shall have provided to the WIFIA Lender certified, complete and fully executed <br />copies of each performance security instrument (if any) delivered to or by the Borrower <br />pursuant to any Principal Project Contract as of the date of disbursement of the WIFIA <br />Loan, each of which performance security instruments shall be (A) in compliance with the <br />requirements for such performance security pursuant to the applicable Principal Project <br />Contract and (B) in full force and effect. <br />ARTICLE IV <br />REPRESENTATIONS AND WARRANTIES <br />Section 12.Representations and Warranties of Borrower. The Borrower hereby <br />represents and warrants that, as of the Effective Date and, as to each of the representations and <br />warranties below other than those contained in Section 12(b) (Representations and Warranties of <br />Borrower – Officers’ Authorization), the first sentence of Section 12(f) (Representations and <br />Warranties of Borrower – Litigation), Section 12(k) (Representations and Warranties of Borrower <br />– Credit Ratings), and the first sentence of Section 12(n) (Representations and Warranties of <br />Borrower – Principal Project Contracts),as of each date on which any disbursement of the WIFIA <br />Loan is requested or made: <br />(a)Organization; Power and Authority. The Borrower is a municipality duly <br />organized and validly existing under its Organizational Documents and the laws of the State, has <br />full legal right, power and authority to do business in the State and to enter into the Related <br />Documents then in existence, to execute and deliver this Agreement and the WIFIA Bond, and to <br />carry out and consummate all transactions contemplated hereby and thereby and has duly <br />authorized the execution, delivery and performance of this Agreement, the WIFIA Bond, and the <br />other Related Documents. <br />(b)Officers’ Authorization. As of the Effective Date, the officers of the <br />Borrower executing (or that previously executed) the Related Documents, and any certifications <br />or instruments related thereto, to which the Borrower is a party are (or were at the time of such <br />execution) duly and properly in office and fully authorized to execute the same. <br />29 <br /> <br />