2005-79 AUTHORIZING THE ISSUANCE OF BONDS AND AGREEMENTS

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Section S. Fees. Each Issuer may charge an upfront fee in an amount to be agreed upon in connection with the Bonds. IFA, but not Decatur, may charge an ongoing fee in connection with the Bonds in an amount not to exceed .20% of the then outstanding principal amount of the Bonds. Section 6. Absolute and Irrevocable Conditions; Amendment. All terms and conditions contained herein are intended to be absolute and irrevocable conditions hereof and are agreed to by the Issuers. Except as otherwise provided herein, this Cooperation Agreement may not be effectively amended, changed, modified, altered or terminated without the written consent of each Issuer. Section 7. Issuers' Obligations Unconditional. The Issuers shall have no right to 'I terminate, cancel or rescind this Cooperation Agreement, it being the intent hereof that the Issuers shall be absolutely and unconditionally obligated to perform all covenants contained in this Cooperation Agreement. Section 8. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered or certified mail, postage prepaid, addressed to the appropriate address set forth in Exhibit A attached to and made a part of this Cooperation Agreement. A duplicate copy of each notice, certificate or other communication given hereunder to any Issuer shall also be given to the others. Any Issuer, by notice given hereunder, may designate a different or further address to � which subsequent notices, certificates or other communications will be sent. Section 9. Binding Ef�j`'ect. This Cooperation Agreement shall inure to the benefit of and shall be binding upon the Issuers and their respective successors and assigns. Section 10. Severabiliry. In the event any provision of this Cooperation Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Cooperation Agreement. Section 11. Further Assurances and Corrective Instruments. The Issuers agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for carrying out the expressed intention of this Cooperation Agreement. Section 12. Execution in Counterparts. This Cooperation Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be original and all of which counterparts shall constitute but one and the same instrument. Section 13. Applicable Law. This Cooperation Agreement shall be governed by and construed in accordance with the laws of the State of Illinois. Section 14. Effective Date; Term. This Cooperation Agreement sha.11 be in full force and effect on September , 2005, or on the date when it is executed by all Issuers, whichever -3-