14-20 Cedar Glen Bond Ordinance Addendums

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with this Agreement, (i) the Note shall be deemed fully paid, the obligations of the Borrower thereunder shall be terminated, and the Note shall be surrendered to the Borrower, and shall be cancelled by the Borrower, or(ii) an appropriate notation shall be endorsed thereon evidencing the date and amount of the principal payment (or prepayment) equal to the Bonds so paid, or with respect to which provision for payment has been made, and the Note shall be surrendered by MBI to the Borrower for cancellation if all Bonds shall have been paid and cancelled as aforesaid. The Borrower and the Issuer each acknowledge that neither the Borrower nor the Issuer has any interest in the Bond Fund and any moneys deposited therein shall be in the custody of and held for the benefit of the holders of the Bonds. Section 7.3 Assignment of Agreement. To secure the payment of the Loan, the Issuer shall assign to MBI, by this Agreement and the Allonge, its rights under and interest in the Loan Documents. The Borrower hereby agrees and consents to those assignments. The Issuer shall not attempt to further assign, transfer or convey its interest in this Agreement or the Loan Documents or create any pledge or Lien of any form or nature with respect to its interest herein or Loan payments hereunder. The Borrower shall make payments directly to MBI as provided in the Note without defense or set-off by reason of any dispute between the Borrower and the Issuer, and hereby agrees that its obligations to make payments hereunder and to perform its other agreements contained herein are absolute and unconditional. Until the principal of and interest on the Bonds shall have been fully in accordance with this Agreement, the Borrower (a) will not suspend or discontinue any payments provided for in this Agreement, (b) will perform all its other duties and responsibilities called for by this Agreement, and (c) will not terminate this Agreement for any cause including 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 laws of the United States or the State of Indiana or any political subdivision of either or any failure of the Issuer to perform any of its agreements, whether express or implied,or any duty, liability or obligation arising from or connected with this Loan. ARTICLE VIII. COLLATERAL AND GUARANTEES OF CONSTRUCTION LOAN Section 8.1 Collateral. The indebtedness and obligations of Borrower under the Loan, and any other agreement, instrument or document executed in connection herewith shall be secured by: (a) an assignment of all rights, title and interests Borrower has to receive payments of the Limited Partner's Equity, all granted under the terms of the Collateral Assignment of Equity Payments, (c) an assignment of all rights, title and interests General Partner has under the Partnership Agreement and under any contracts and agreements entered into by the General Partner in connection with the development, construction, management, operation or maintenance of the Project, all granted under the terms of the Collateral Assignment of Partnership Interest, and(d) any other security agreements or documents from time to time executed in connection with this Agreement or the Loan. Notwithstanding anything contained in the Loan Documents to the contrary, until such time as the HUD Loan is paid in full, the Loan shall be non- recourse against the Project and the Borrower, and Issuer and MBI shall have no claim against the Project,proceeds of the HUD Loan or any reserve or deposit made with Senior Lender in connection with the HUD Loan. Notwithstanding anything contained in the Loan Documents to the contrary, in the event HUD acquires title to the Project by foreclosure or deed in lieu of foreclosure, Borrower's obligations under the Loan shall automatically terminate and Borrower shall be released of its obligations with respect to the Loan. Section 8.2 Release of Collateral. When all of the indebtedness evidenced by the Loan Documents secured as provided in Section 8.1 hereof has been paid, there is no default, or event which Page 26