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as provided herein), and without abatement, deduction,reduction,diminution,waiver, abrogation,
<br /> set-off, counterclaim, recoupment, defense or other modification or any right of termination or
<br /> cancellation arising from any circumstance whatsoever, whether now existing or hereafter arising,
<br /> and regardless of any act of God, contingency, event or cause whatsoever, and irrespective
<br /> (without limitation)of whether the Project or the Borrower's title to the Project or any part thereof
<br /> is defective or nonexistent, or whether the Borrower's revenues are sufficient to make such
<br /> payments, and notwithstanding any damage to, or loss, theft or destruction of, the Project or any
<br /> part thereof, expiration of this Agreement, any failure of consideration or frustration of purpose,
<br /> the taking by eminent domain or otherwise of title to or of the right of temporary use of, all or any
<br /> part of the Project, legal curtailment of the Borrower's use thereof,or whether with or without the
<br /> approval of the Issuer, any change in the tax or other laws of the United States of America, the
<br /> State of Indiana, or any political subdivision of either thereof, any change in the Issuer's legal
<br /> organization or status, or any default of the City hereunder, and regardless of the invalidity of any
<br /> portion of this Agreement; and the Borrower hereby waives the provisions of any statute or other
<br /> law now or hereafter in effect impairing or conflicting with any of its obligations, covenants or
<br /> agreements under this Agreement or which releases or purports to release the Borrower therefrom.
<br /> Nothing in this Agreement shall be construed as a waiver by the Borrower of any rights or claims
<br /> the Borrower may have against the City under this Agreement or otherwise,but any recovery upon
<br /> such rights and claims shall be had from the City separately, it being the intent of this Agreement
<br /> that the Borrower shall be unconditionally and absolutely obligated without right of set-off or
<br /> abatement,to perform fully all of its obligations, agreements and covenants under this Agreement
<br /> for the benefit of the City.
<br /> (d) Subject at all times to Section 4.3 hereof, the obligations of the Borrower to make
<br /> the required payments and to perform and observe the other agreements on its part shall be absolute
<br /> and unconditional,irrespective of any defense or any rights of set-off,recoupment or counterclaim
<br /> it might otherwise have against the City, and the Borrower shall pay absolutely during the term of
<br /> this Agreement the payments to be made on account of the Loan and all other payments required
<br /> thereunder free of any deductions and without abatement,diminution or set-off;and the Borrower:
<br /> (i)will not suspend or discontinue any payments of the Loan; (ii) will perform and observe all of
<br /> its other agreements contained in this Agreement; and (iii) will not terminate this Agreement for
<br /> any cause, including, without limiting the generality of the foregoing, failure of the Borrower to
<br /> complete the Project, the occurrence of any acts or circumstances that may constitute failure of
<br /> consideration, eviction or constructive eviction, destruction of or damage to the Project,
<br /> commercial frustration of purpose, any change in the tax laws of the United States of America or
<br /> of the State of Indiana or any political subdivision of either thereof, or any failure of the City to
<br /> perform and observe any agreement,whether express or implied,or any duty,liability or obligation
<br /> arising out of or connected with this Agreement.
<br /> (e) It is understood and agreed that Borrower shall be obligated to continue to pay the
<br /> amounts specified herein and in the Note whether or not any portion of the Project is damaged,
<br /> destroyed or taken in condemnation and that there shall be no abatement of any such payments
<br /> and other charges by reason thereof.
<br /> Forgiveness. Notwithstanding anything herein to the contrary, but subject to the
<br /> Unavoidable Delay provisions of Section 7.12 of this Agreement,the principal of each outstanding
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