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<br />understood and agreed by the Borrower and the Lender that the Issuer shall incur no pecuniary
<br />liability hereunder, and shall not be liable for any expenses related hereto, including
<br />administrative expenses and fees and disbursements of the Issuer's attorney, Bond Counsel and
<br />fiscal consultant retained in connection therewith, all of which expenses the Borrower agrees to
<br />pay.
<br />Section 7.7 Issuer's Attorneys' Fees and Costs. If, notwithstanding the provisions of
<br />Section 7.6 hereof, the Issuer incurs any expense, or suffers any losses, claims or damages, or
<br />incurs any liabilities in connection with the transaction contemplated by this Agreement, the
<br />Borrower will indemnify and hold harmless the Issuer from the same and will reimburse the
<br />Issuer for any reasonable legal or other expenses incurred by the Issuer in relation thereto. The
<br />Borrower shall also reimburse the Issuer for all other costs and expenses, including without
<br />limitation reasonable attorneys' fees, paid or incurred by the Issuer in connection with (i) the
<br />discussion, negotiation, preparation, approval, execution and delivery of this Agreement, the
<br />Note, the Pledge Agreement and the documents and instruments related hereto or thereto; (ii) any
<br />amendments or modifications hereto or to the Note, the Pledge Agreement and any document,
<br />instrument or agreement related hereto or thereto, and the discussion, negotiation, preparation,
<br />approval, execution and delivery of any and all documents necessary or desirable to effect such
<br />amendments or modifications; and (iii) the enforcement by the Issuer during the term hereof or
<br />thereafter of any of the rights or remedies of the Issuer hereunder or under the Note, the Pledge
<br />Agreement or any document, instrument or agreement related hereto or thereto, including,
<br />without limitation, costs and expenses of collection in the Event of Default, whether or not suit is
<br />filed with respect thereto.
<br />Section 7.8 Release. The Borrower hereby acknowledges and agrees that the Issuer
<br />shall not be liable to the Borrower, and hereby releases and discharges the Issuer from any
<br />liability, for any and all losses, costs, expenses (including attorneys' fees), damages, judgments,
<br />claims and causes of action, paid, incurred or sustained by the Borrower as a result of or relating
<br />to any action, or failure or refusal to act, on the part of the Lender with respect to this Agreement
<br />or the documents and transactions related hereto or contemplated hereby, including, without
<br />limitation, the exercise by the Lender of any of its rights or remedies pursuant to Article VI, the
<br />Note, the Pledge Agreement, the Declaration, or any collateral security documents. The
<br />Borrower's release of the Issuer pursuant to the preceding sentence does not extend to the Lender
<br />following the assignment of the Issuer's rights to the Lender pursuant to the Pledge Agreement.
<br />Section 7.9 Pledge and Assignment by Issuer and Survival of Obligations. The Issuer
<br />may pledge and assign its rights under this Agreement and any related documents to the Lender
<br />to secure payment of the principal of and interest and premium, if any, on the Note, conditioned
<br />upon the Lender's assumption of the Issuer's and Lender's obligations to the Borrower hereunder,
<br />except for the Issuer's obligations in connection with its representations in Section 2.1 hereof,
<br />which are not being assumed, but any such assignment shall not operate to limit or otherwise
<br />affect the following provisions hereof to the extent that they run to the Issuer from the Borrower
<br />to which extent they shall survive any such assignment:
<br />Section 3.5 Section 6.5
<br />Section 4.1 Section 7.6
<br />Section 4.3 Section 7.7
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