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Tab_248NO LITIGATION CERTIFICATE I, ROBERT BLASCO, of Hoffman & Blasco, LLC, the duly appointed, qualified and acting Borough Attorney of the Municipality of Skagway, Alaska (the "Municipality"), in connection with the execution and delivery of the Amendatory Loan Agreement dated as of October 18, 2016, between the Alaska Municipal Bond Bank and the Municipality (the "Amendatory Loan Agreement"), pursuant to which the Municipality has issued and delivered its General Obligation Refunding Bond, 2016, in the principal amount of $3,335,000 (the "Bond"), DO HEREBY CERTIFY as follows: That as of the date hereof, to my knowledge, there is no action, proceeding or investigation, at law or in equity, before or by any court, public board or body, pending or, to the best of my knowledge threatened, nor is there any basis for any such action, proceeding or investigation with respect to the Municipality: (i) that contests (A) the corporate existence or boundaries of the Municipality, (B) the titles of the present officers of the Municipality to their offices, (C) the authority of the Municipality to enter into the Amendatory Loan Agreement or issue the Bond, (D) the proceedings, including Resolution No. 15-1OR under which the Municipality entered into the Amendatory Loan Agreement and issued the Bond, nor have any such proceedings been repealed, revoked or rescinded; (ii) that contests, affects or seeks to restrain or enjoin the execution and delivery of the Amendatory Loan Agreement, the issuance of the Bond or the levy or collection of the taxes pledged or to be pledged to pay principal of and interest on the Bond; (iii) that contests or affects the validity of the Amendatory Loan Agreement or the Bond or the tax-exempt status of interest on the Bond; (iv) that calls into question the ability of the Municipality to perform its obligations under the Amendatory Loan Agreement or the Bond; or (v) the outcome of which would materially adversely affect the financial condition or assets of the Municipality. DATED as of this 3rd day of November, 2016. MUNICIPALITY OF SKAGWAY, ALASKA By flL lZl1l / Robert Blasco, Borough Attorney Hoffman & Blasco, LLC 500045010 vi