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Section 5. The Board covenants that for so long as any of the Refunding Bonds are outstanding, the Institutions will not sell or dispose of all or any part of the projects financed with such bonds or allow any such project to cease being a revenue producing capital project of the Institution within the meaning of Article X, Section 9 of the Constitution without first obtaining the written approval of the State Treasurer and an opinion of nationally recognized bond counsel acceptable to the Treasury Board that such sale, disposition or cessation will not cause interest on the Refunded Bonds or the Refunding Bonds to be includable in the gross income of the owners thereof for federal income tax purposes.