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Section 4. Pledge of Collateral. The Issuers hereby agree to assign and pledge to the <br /> trustee with respect to the Bonds all of the Mortgage Loans purchased with the proceeds of all of <br /> the GNMA Securities, the Fannie Mae Securities and the FHLMC Securities purchased with the <br /> proceeds of such Bonds or the Bonds refunded by such Bonds. The Issuers hereby further agree <br /> to assign and pledge to such trustee all other such documents, instruments, securities and moneys <br /> as shall be approved by ordinances of the respective governing body of each Issuer. <br /> Section S. Documents and Instruments. The Issuers hereby agree to enter into all such <br /> documents and instruments as shall be necessary or appropriate in connection with the issuance <br /> of the Bonds,including without limitation origination and servicing agreements, trust indentures, <br /> bond purchase contracts or agreements, official statements, continuing disclosure undertakings <br /> and closing certificates. The Issuers hereby further agree to enter into all such other documents <br /> and instruments as shall be necessary or appropriate in connection with the issuance of the <br /> Bonds, including without limitation closing certificates. <br /> Section 6. Additional Units. Units who are not parties to this Agreement on the <br /> effective date may subsequently become parties to this Agreement by authorizing pursuant to <br /> appropriate proceedings, executing and delivering this Agreement with the approval of the Issuer <br /> or Issuers of the Bonds to be issued immediately thereafter, which approval shall be exclusive <br /> and shall be effective to supplement and amend this Agreement without any further action of any <br /> of the other Units who are parties to this Agreement. <br /> Section 7. Absolute and Irrevocable Conditions; Amendment. All terms and <br /> conditions contained herein are intended to be absolute and irrevocable conditions hereof and are <br /> agreed to by the Units. Except as otherwise provided herein, this Cooperation Agreement may <br /> not be effectively amended, changed, modified, altered or terminated without the written consent <br /> of all of the Units, authorized by ordinances adopted by their respective governing bodies, <br /> certified copies of which shall be filed with the other Units. <br /> Section 8. Units' Obligations Unconditional. The Units shall have no right to <br /> terminate, cancel or rescind this Cooperation Agreement, it being the intent hereof that the Units <br /> shall be absolutely and unconditionally obligated to perform all covenants contained in this <br /> Cooperation Agreement. <br /> Section 9. Notices. All notices, certificates or other communications hereunder shall <br /> be suff'iciently given and shall be deemed given when delivered or mailed by registered or <br /> certified mail, postage prepaid, addressed to the appropriate address set forth in Exhibit B <br /> attached to and made a part of this Cooperation Agreement. A duplicate copy of each notice, <br /> certificate or other communication given hereunder to any Unit shall also be given to the others. <br /> Any Unit, by notice given hereunder, may designate a different or further address to which <br /> subsequent notices, certificates or other communications will be sent. <br /> Section 10. Binding Effect. This Cooperation Agreement shall inure to the benefit of <br /> and shall be binding upon the Units and their respective successors and assigns. <br /> -8- <br />