Agenda - Economic Development Authority - 05/24/2005

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Section 5.3. Additional Rental Payments. The Tenant will pay as Additional Rental Payments: (a) To the Trustee, for itself or remittance to the paying agents, promptly after being billed, until the pr/ncipal of and interest on the Bonds shall have been fully paid or provision for the payment thereof shalI have been made in accordance with the provisions of the Indenture, (i) an amount eqfial to the annual fee of the Trustee as trustee, for the ordinary services of the Trustee rendered and [ts ordinary expenses incurred under the Indenture during the preceding billing period, (ii) the fees and charges of paying agents on the Bonds for acting as paying agent as provided in the Indenture, as and when the same become due, and (iii) the fees and charges of the Trustee for necessary extraordinary services rendered by it and extraordinary expenses incurred by it under the rndenture, as and when the'same become due, other than the fees and charges which were required by reason of the negligence or willful default of the Trustee under the Indenture; provided, that the Tenant may, without creating a default her~eunder, contest in good faith the necessity for any such extraordinary'services and eXtraordinary expenses and the reasonableness of any such fees, charges or expenses; and (b) To the Trustee or Landlord, as the case may be, upon demand, any amounts advanced by the Trustee for the account of the Tenant or the Landlord under the Indenture or advanced by the Landlord under this Lease; and (c) To the Treasurer of Anoka County or other appropriate authority or official for the account of the Tenant and before the same becomes delinquent or any penalty attaches, all taxes, special assessments, or other governmental charges imposed on or with respect to the Project or any part thereof, subject to Section 7.3; and (d) To the Landlord, all reasonable expenses incurred by the Landlord in connection with the transactions contemplated hereby which are not otherwise required to be paid by the Tenant under the terms of this Lease; and (e) All other costs and expenses specifically required to. be paid by the Tenant or Landlord under the terms of this Lease or the Indenture. (f) To the Landlord, upon its request or the request of the Trustee, any amount o~' arbitrage profit required to be rebated to the U~nited States under Section 6.07 of the Indenture. Section 5.4. Rental Payments to be Unconditional. Except as provided in Section 413, the obligation of Tenant to make Rental Payments required hereunder, and to perform and observe ali other covenants and agreements of Tenant contained herein, shall be absolute and unconditional in all events and the obligation to make such Rental Payments shall remain notwithstanding any dispute between Tenant and Landlord or any other person unless the Landlord shall violate the Tenant's fight to quiet enjoyment of the Project to such a degree that Tenant no longer enjoys its fight of possession to..the Project. Tenant shall make all Rental. Payments and other payments required hereunder when due and shall not withhold any Rental Payment or other payment pending final resolution of such dispute and Tenant shall not assert any fight of set0ff or counterclaim against its obligation to make such Rental Payments or other payments required under this Lease. Tenant shall have the fight pursuant to Section 7.3 to in 1763908vl