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<br />the amounts provided therein. All payments shall be made directly to the Lender as provided in
<br />the Note for the account of the Issuer. The Borrower represents and covenants that the source of
<br />payment of the Note is from Capital Campaign Pledges, revenues derived from its ownership of
<br />the Project, and other funds of the Borrower obtained pursuant to its tax-exempt purposes.
<br />Section 3.5 Fee Payments. In addition to the repayments required by Section 3.4
<br />hereof, the Borrower shall pay to the Issuer, as fee payments, the following amounts, in each
<br />case promptly after receipt of an appropriate invoice stating the basis and amount of the charge:
<br />all costs and expenses of the Issuer incurred in the issuance and payment of the Note and the
<br />making, administration and collection of the Loan, including (i) all costs incurred in connection
<br />with the purchase, transfer, registration, exchange or redemption of the Note, (ii) the reasonable
<br />fees and other costs incurred for services of such engineers, attorneys, management consultants,
<br />accountants and other consultants as are employed by the Issuer to make examinations and
<br />reports, provide services and render opinions required under this Agreement, and (iii) amounts
<br />advanced by the Issuer under the provisions of this Agreement and which the Borrower is
<br />obligated to repay.
<br />Section 3.6 Borrower’s Obligations Unconditional. All payments required of the
<br />Borrower hereunder shall be paid without notice or demand and without setoff, counterclaim,
<br />abatement, deduction or defense. The Borrower will not suspend or discontinue any payments,
<br />and will perform and observe all of its other agreements in this Agreement, and, except as
<br />expressly permitted herein, will not terminate this Agreement for any cause, including but not
<br />limited to any acts or circumstances that may constitute failure of consideration, destruction or
<br />damage to the Facility, eviction by paramount title, commercial frustration of purpose,
<br />bankruptcy or insolvency of the Issuer or the Lender, change in the tax or other laws or
<br />administrative rulings or actions of the United States of America or of the State of Minnesota or
<br />any political subdivision thereof, or failure of the Issuer to perform and observe any agreement,
<br />whether express or implied, or any duty, liability or obligation arising out of or connected with
<br />this Agreement.
<br />ARTICLE IV
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<br />BORROWER’S COVENANTS
<br />Section 4.1 Indemnity. The Borrower will, to the extent permitted by law, pay, and
<br />will protect, indemnify and save the Issuer, the Lender, and their respective officers, agents, and
<br />employees harmless from and against all liabilities, losses, damages, costs, expenses (including
<br />reasonable attorneys’ fees and expenses), causes of action, suits, claims, demands and judgments
<br />of any nature arising from the following:
<br />(1) any injury to or death of any person or damage to property in or upon the
<br />Facility or growing out of or connected with the use, non-use, condition or occupancy of the
<br />Facility or a part thereof;
<br />(2) violation of any agreement or condition of this Agreement, except by the
<br />Issuer or its assignee;
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