R99-187 AUTHORIZING THE ISSUANCE AND SALE OF ECONOMIC DEVELOPMENT REVENUE BONDS

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Section 3.5. Obligations Unconditional. The obligations of the Company to pay the principal of, premium, if any, and interest on, the Notes and Additional Payments shall be absolute and unconditional, and the Company shall make such payments without abatement, diminution or deduction regardless of any cause or circumstances, including any defense, set-off, recoupment or counterclaim that the Company may have to assert against the Issuer, the Assignee or any other persons. Until all principal of, premium, if any, and interest on the Notes and all Additional Payments shall have been paid by the Company, the Company (i) may not suspend or discontinue payment of the Notes and Additional Payments, (ii) shall perform and observe all of its other agreements contained in this Loan Agreement, the Mortgage and the Assignment of Rents and Leases, and (iii) may not terminate this Loan Agreement for any cause, including failure to complete the Project; failure of title to the Project or any portion thereof; any acts or circumstances that may constitute failure of consideration; destruction of or damage to the Project; commercial frustration of purpose; any change in the tax laws or other laws, or administrative rulings of or administrative actions by, or under authority of, the United States of America, the State, any other state, or any other political subdivision; or any failure of the Issuer to perform and observe any agreement, whether express or implied, or any duty, liability or obligation arising out of or connected with this Loan Agreement. Nothing contained in this Section shall be construed to release the Issuer from the performance of any of its agreements contained herein which cannot be performed by others, and if the Issuer should fail to perform any such agreement on its part, the Company with notice to the Issuer, may perform any such agreement in its place and stead to the e�rtent lawfully possible and otherwise may institute such action against the Issuer as deemed necessary to compel performance so long as such action shall be separate, shall not be inconsistent with the agreements of the Company contained in the preceding sentences and shall not adversely affect the security for the Bonds. Section 3.6. The Mortgage and Securitv Agreement. Concunently with the issuance of the Bonds, the Company shall execute and deliver the Mortgage to the Assignee as security for the Company's obligations hereunder and under the Note to induce the purchase of the Bonds by the Original Purchaser thereof. The Mortgage is incorporated herein by reference and a violation of its terms shall be ' deemed a violation of this Loan Agreement. Section 3.7. Additional Securitv. In addition to the Mortgage described in section 3.6 hereof, as further inducement to the I Original Purchaser of the Bonds and as further security for the Company's obligations hereunder ii and under the Notes, the Company shall execute and deliver the Assignment of Rents and Leases, ' executed by the Company, as Assignor, to the Issuer, assigning all right, title and interest in (i) rent received from operation of the Project and (ii) all leases between the Company and lessees of the Project. 23