Res 2023-208R approving a Resolution by the Board of Directors of the Alliance Regional Water Authority authorizing the issuance of Alliance Regional Water Authority bond anticipation note (Regional Water Supply Contract Project), Series 2023

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(h) the Purchaser shall have received reimbursement of the fees and expenses of Kutak Rock LLP, as counsel to the Purchaser, incurred in connection with the preparation,review,negotiation,execution and delivery of this Agreement and the Related Documents which fees may be paid directly to Kutak Rock LLP; and (i) such additional certificates,instruments, opinions or other documents as the Purchaser may reasonably request. ARTICLE IV REPRESENTATION AND WARRANTIES Section 4.01. The Authority represents and warrants to the Purchaser as follows: (a) Organization and Power. The Authority is a conservation and reclamation district to accomplish the purposes set forth in the Act and of Article XVI, Section 59, Texas Constitution. The Authority has the power and authority under the laws of the State to issue the Note and perform its obligations under this Agreement and the other Related Documents to which it is a party. (b) Authority; No Conflict With Other Instruments or Law. The execution, delivery and performance of this Agreement and the other Related Documents to which it is a party have been duly authorized and the consummation of the transactions contemplated hereby and thereby (i) are within the power and authority of the Authority, (ii)have been duly authorized by all necessary action on the part of the Authority, and(iii) do not violate provisions of statutory laws or regulations applicable to the Authority. (c) Enforceability. This Agreement and the other Related Documents to which it is a party constitute the legal, valid and binding obligations of the Authority enforceable against the Authority in accordance with their respective terms,except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws, statutes or rules of general application affecting the enforcement of creditor's rights or general principles of equity. (d) Governmental Approval. The execution and delivery of this Agreement and the other Related Documents to which it is a party and the transactions contemplated hereby, do not require any authorization, exemption, counsel or approval of, notice to, or declaration or filing with, any Governmental Authority other than those obtained on or before the date hereof. (e) Litigation; Legislation. (i) There is no action, suit, proceeding, inquiry or investigation at law or in equity or before or by any court, public board or body pending, or, to the best knowledge of the Authority, threatened against or affecting the Authority wherein an unfavorable decision,ruling or finding would have a material adverse effect on (1) the transactions contemplated by, or the validity or enforceability of, this Agreement, or the other Related Documents or(2)the tax-exempt status of interest on the Note. 9