Common use of Taxes, Other Governmental Charges and Utility Charges Clause in Contracts

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during the Term all taxes, special assessments and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such period. The Company may, in good faith, at its expense in its own name, contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to pay.

Taxes, Other Governmental Charges and Utility Charges. The Board and the Company shall pay during acknowledge (a) that under present law no part of the Term Project owned by the Board will be subject to ad valorem taxation by the State of Alabama or by any political or taxing subdivision thereof and that under present law the income and profits (if any) of the Board from the Project are not subject to either Federal or Alabama taxation, and (b) that these factors, among others, induce the Company to enter into this Lease Agreement. However, the Company will pay, as the same respectively become due, all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the FacilitiesProject or the Leased Equipment or any machinery, against any equipment or other property of installed or brought by the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andPlant (including, without limiting the generality of the foregoing, any taxes levied upon or with respect to the income or profits of the Board from the Project which, if not paid, would will become a lien on the FacilitiesProject prior to the lien of the Mortgage or a charge on the revenues and receipts therefrom prior to the charge thereon and pledge or assignment thereof to be created and made in the Mortgage), all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project, and all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. The foregoing provisions of this section shall be effective only so long as any part of the principal of or the interest on the Bonds remains outstanding and unpaid. The Company may, in good faith, at its own expense and in its own namename and behalf or in the name and behalf of the Board, in good faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless by such action the Company title of the Board to any part of the Project shall promptly pay be materially endangered or cause the Project or any part thereof shall become subject to be paid loss or forfeiture in which event such taxes, assessments or chargescharges shall be paid prior to becoming delinquent. In the event that The Board will cooperate fully with the Company shall fail to pay in any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paysuch contest.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during the Term all City is tax-exempt and does not expect that any taxes, special assessments or governmental charges will be levied against the Leased Property. However, in the event that the Leased Property shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body, the City shall pay the amount of all such taxes, assessments and governmental charges of any kind whatsoever as the same become then due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with as Additional Rentals. With respect to special assessments or other governmental charges that which may be lawfully be paid in installments over a period of years, the Company City shall be obligated to pay provide for Additional Rentals only for such installments as are required to be paid during such periodthe upcoming Fiscal Year. Except for Permitted Encumbrances, the City shall not allow any liens for taxes, assessments or governmental charges to exist with respect to the Leased Property (including, without limitation, any taxes levied upon the Leased Property which, if not paid, will become a charge on the rentals and receipts from the Leased Property, or any interest therein, including the interests of the Trustee), or the rentals and revenues derived therefrom or hereunder. The Company City shall also pay as Additional Rentals, as the same respectively become due, all utility and other charges and fees and other expenses incurred in the operation, maintenance and upkeep of the Leased Property. The City may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Trustee shall promptly pay notify the City that, in the opinion of Counsel, by nonpayment of any such items the value of the Leased Property will be materially endangered or cause the Leased Property will be subject to loss or forfeiture, or the Trustee will be paid subject to liability, in which event such taxes, assessments assessments, utility or charges. In the event other charges shall be paid forthwith (provided, however, that the Company such payment shall fail to pay any not constitute a waiver of the foregoing items required by this Section right to be paid by the Companycontinue to contest such taxes, the Trustee may (but shall be under no obligation to) pay the sameassessments, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payutility or other charges).

Taxes, Other Governmental Charges and Utility Charges. (a) The Company shall shall, throughout the Lease Term, duly pay during and discharge, as the Term same become due and payable: (i) all taxes, special assessments for benefits and governmental charges of any kind whatsoever as the same become due, respectively, that may (on account of a change in law or otherwise) at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Issuer, against any property of the Company brought and of the Holder in or upon the FacilitiesProject, any sales and excise taxes on products or transactions thereof, (ii) any taxes levied upon or with respect to income or profits the lease revenues and receipts of the Issuer from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Document, (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project, and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, income and charges profits of any nature that may the Project or arising in respect of the occupancy, uses or possession thereof. Both the Issuer and the Holder shall be secured by entitled to enforce the provisions of this Section, and the Issuer’s right to enforce the same is one of the Unassigned Rights. It is the understanding of the parties that, under the Act, the Issuer does not pay property taxes on its interest in the Project. The Company’s interest in the Project is a lien mere usufruct and bailment for hire (which are not separately taxable estates) and not an estate for years (which would be an estate in which the leasehold interest would be taxable based on the Facilities; providedvalue of the leasehold interest). Thus, howeverwhile this Lease is in effect, with respect to special assessments or other governmental charges the parties hereto contemplate that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodliable for no actual taxes on its leasehold or bailment for hire interest in the Project. The Company mayHowever, in good faithorder to prevent the taxing authorities from being deprived of revenues relating to the Project during the period title thereto is in the Issuer, at its expense the Company shall, in its own name, contest any such taxes, assessments consideration of the lease structure and other charges andbenefits, in the event of any such contest, may permit the taxes, assessments or other charges or make payments in lieu of taxes so contested in accordance with the payment percentages and terms provided in the Economic Development Agreement. Notwithstanding anything herein to remain unpaid during the period of such contest contrary, the Issuer cannot and does not warrant, guaranty or promise any appeal therefromparticular ad valorem tax treatment resulting from this Lease. Otherwise the The Company shall promptly pay or cause exhibit to be paid such the Issuer and to the Holder, upon request, validated receipts showing the payment of any payments of taxes, assessments payments in lieu of taxes and other charges which may be or charges. In become a lien or encumbrance on the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payProject.

Taxes, Other Governmental Charges and Utility Charges. The Company Except as expressly limited by this Section, the Council shall pay during the Term all taxes, special assessments taxes and governmental other charges of any kind whatsoever as the same become due, respectively, that may which are at any time be lawfully assessed or levied upon against or with respect to the Facilities, against the Rental Payments or any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions part thereof, any taxes levied upon or with respect to income which become due during the Term of this Lease, whether assessed against the Council or profits from the Facilities andLessor. The Council shall also pay when due all gas, without limiting the generality of the foregoingwater, any taxes whichsteam, if not paidelectricity, would become a lien on the Facilitiesheat, all utility power, telephone, and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Facilities, and all other special assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the Facilities; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Council shall be obligated to pay only such installments as are required to be paid during such periodthe Term of this Lease as and when the same become due. The Company Council shall not be required to pay any federal, state or local income, inheritance, estate, succession, transfer, gift, franchise, gross receipts, profit, excess profit, capital stock, corporate, or other similar tax payable by the Lessor, its successors or assigns, unless such tax is made in lieu of or as a substitute for any tax, assessment or charge which is the obligation of the Council under this Section. The Council may, in good faith, at its own expense and in its own name, in good faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Lessor shall notify the Council that, in the opinion of Independent Counsel, by nonpayment of any such items the interest of the Lessor in the Facilities will be materially endangered or the Facilities or any part thereof will be subject to loss or forfeiture, in which event the Council shall promptly pay or cause to be paid such taxes, assessments assessments, utility or charges. In other charges or provide the event that the Company shall fail to pay Lessor with full security against any of the foregoing items required by this Section to be paid by the Companyloss which may result from nonpayment, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company in form satisfactory to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payLessor.

Taxes, Other Governmental Charges and Utility Charges. The Company This is a net lease and, in addition to paying the Rental Payments and Additional Payments hereunder, except to the extent that certain costs are paid pursuant to Section 4.2 of the Project Service Agreement, Lessee shall be responsible for and shall pay during any and all expenses of owning, operating, maintaining and repairing the Project incurred from and after the date hereof until the expiration of the Lease Term and any and all other costs, charges, assessments, expenses and taxes of every kind and character, ordinary or extraordinary, arising out of or incurred in connection with the use or occupancy of the Project or the execution, delivery and performance by Lessee of this Lease, whether or not such cost, charge, assessment, expense or tax is expressly referred to herein, so as to allow the Lessor to receive the Rental Payments as net rent. Without limiting the generality of the foregoing, the Lessee shall pay, as the same respectively become due, all taxes, special assessments assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time during the Lease Term be lawfully assessed or levied upon against or with respect to the FacilitiesProject (including, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereofwithout limitation, any taxes levied upon or with respect to the revenues, income or profits of the Lessee from the Facilities and, without limiting the generality of the foregoing, any taxes Project) which, if not paid, would may become or be made a lien on the FacilitiesProject or any part thereof, or a charge on such revenues, income and profits therefrom, and all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on Project during the FacilitiesLease Term; provided, however, that with respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company Lessee shall be obligated to pay only such installments as are required to be paid during such periodthe Lease Term. The Company Lessee may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise , may permit the Company taxes, assessments or other charges so contested to remain unpaid unless the Lessor shall promptly pay notify the Lessee that, in the reasonable opinion of the Lessor, by nonpayment of any such items the Project or cause any part of the Project will be materially affected or the Project or any part thereof will be subject to be paid imminent loss or forfeiture, in which event such taxes, assessments or charges. In the event that the Company charges shall fail to pay any of the foregoing items required by this Section to be paid or provisions for payment by deposit or bonding shall be made promptly by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payLessee.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during Lessee will promptly pay, as the Term same become due, all utility charges and all taxes, special assessments assessments, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of Project or the Company brought Specified Payment Sources (defined in or the Bond) including all ad valorem taxes lawfully assessed upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the FacilitiesProject, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project, and all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by or result in a lien on the FacilitiesProject; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Lessee shall be obligated to pay only such installments as are required to be paid during such periodthe Term. The Company may, Lessee may in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges andcharges, at the Lessee's expense and in the Lessee's name or, if required by law, in the name of the Issuer. In the event of any such contest, the Lessee may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom, provided that the Lessee furnishes the Issuer and the Trustee with an opinion of Independent Counsel, to the effect that by nonpayment of any such items the security afforded pursuant to the terms of the Lease Assignment or the Indenture will not be materially endangered or the Project nor will any part of the Project be subject to loss or forfeiture. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or chargescharges shall be paid forthwith. In The Issuer at the event that the Company shall fail to pay any expense of the foregoing items Lessee will cooperate fully with the Lessee in any such contest. Notwithstanding the foregoing, however, the Lessee shall pay all taxes, assessments and other charges which may be subject to any contest or any appeal therefrom on or before the date when payment is required by this Section law, so that, if required by law, payment shall be made prior to be paid the commencement, during, or prior to or upon the conclusion of any contest or appeal. The Lessee may at its own expense and in its own name and behalf apply for any tax exemption allowed by the Company, the Trustee State of Alabama or any political or taxing subdivision thereof under any existing or future provision of law which grants or may (but shall be under no obligation to) pay the same, and grant any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paysuch tax exemption.

Taxes, Other Governmental Charges and Utility Charges. (a) The Company shall shall, throughout the Lease Term, duly pay during and discharge, as the Term same become due and payable: (i) all taxes, special assessments for benefits and governmental charges of any kind whatsoever as the same become due, respectively, that may (on account of a change in law or otherwise) at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Issuer, against any property of the Company brought and of the Holder in or upon the FacilitiesProject, any sales and excise taxes on products or transactions thereof, (ii) any taxes levied upon or with respect to income or profits the lease revenues and receipts of the Issuer from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Document, (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project, and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, income and charges profits of any nature that may the Project or arising in respect of the occupancy, uses or possession thereof. Both the Issuer and the Holder shall be secured by a lien on entitled to enforce the Facilities; providedprovisions of this Section, howeverand the Issuer’s right to enforce the same is one of the Unassigned Rights. It is the understanding of the parties that, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of yearsunder the Act, the Issuer does not pay property taxes on its interest in the Project and that the Leasehold Interest of the Company shall be obligated to pay only such installments as are required is to be paid during such periodtaxed as provided in Exhibit B hereto. Notwithstanding anything herein to the contrary, the Issuer cannot and does not warrant, guaranty or promise any particular ad valorem tax treatment resulting from this Lease. The Company mayshall exhibit to the Issuer and to the Holder, in good faithupon request, at its expense in its own name, contest validated receipts showing the payment of any payments of such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during and other charges which may be or become a lien or encumbrance on the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payProject.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during Lessee will pay, as the Term same respectively become due, (i) all ad valorem taxation by the State or by any political subdivision thereof or special district therein and all other taxes, special assessments and governmental charges of any kind whatsoever as whatsoever, (other than the same become due, respectively, Lessor's income taxes) that may at any time be lawfully assessed or levied upon against or with respect to the Facilities, against Project or any personal property of installed or brought by the Company brought in or upon Lessee on the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andLeased Premises (including, without limiting the generality of the foregoing, any taxes levied upon or with respect to the income or profits of the Lessee from the Project and any other taxes levied upon or with respect to the Project which, if not paid, would will become a lien on the FacilitiesProject prior to or on a parity with the lien of the Loan Agreement and including any ad valorem taxes assessed upon the Project), (ii) all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project, and (iii) all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Lessee shall be obligated to pay only such installments as are required to be paid during such periodthe Lease Term. The Company Lessee may, at its own expense and in its own name and behalf or in the name and behalf of the Lessor, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless by such action the Company title of the Lessor to any part of the Project shall promptly pay be materially endangered or cause the Project or any part thereof shall become subject to be paid loss or forfeiture, or unless the Trustee objects to the withholding of payment, in which event such taxes, assessments or charges. In the event that the Company charges shall fail to pay any of the foregoing items required by this Section to be paid forthwith by the Company, Lessee. The Lessor will cooperate fully with the Trustee may (but shall be under no obligation to) pay the same, and Lessee in any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paysuch contest.

Taxes, Other Governmental Charges and Utility Charges. The Company In the event that a Project or any portion thereof shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body which may be secured by a lien against such Project, an Additional Rental, from and to the extent of Board Funds, shall pay during be paid, or cause to be paid, by the Term Board equal to the amount of all such taxes, special assessments and governmental charges of any kind whatsoever as the same become then due, respectively, that . With respect to special assessments or other governmental charges which may at any time be lawfully assessed paid in installments over a period of years, the Board shall be obligated to provide for Additional Rentals only for such installments as are required to be paid during that period that the Board is obligated to pay Base Rentals. The Board shall not allow any liens for taxes, assessments or levied upon or with respect governmental charges to the Facilitiesexist (including, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereofwithout limitation, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would will become a lien charge on the Facilitiesrentals and receipts prior to or on a parity with the charge thereon and the pledge and assignment thereof to be created and made in the Indenture), or any interest therein (including the interest of the Authority) on the rentals and revenues derived therefrom or hereunder. The Board shall also pay, or shall cause to be paid, as Additional Rentals, from and to the extent of available Board Funds, as the same respectively become due, all gas, water, steam, electricity, heat, power, telephone, utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Projects. As long as the Board is in possession of the Projects and except as otherwise provided herein, it shall keep it free and clear of all other assessments liens, charges and charges encumbrances (except Permitted Encumbrances and any encumbrances arising through the Authority) and shall have the responsibility for all management, operations, maintenance and repair of the Projects. The Board in its discretion may discharge its responsibility hereunder by: (1) using its own employees; or (2) contracting for services; or (3) subleasing all or portions of the Projects, subject to the provisions of this Master Lease and the Indenture; or (4) any nature that may be secured by combination of such methods. No such contract or sublease shall place a lien greater burden on the Facilities; providedAuthority than provided herein, howevernor infringe upon rights granted to or retained by the Authority hereunder, with respect to special assessments nor violate or in any way impair the Authority’s obligations under the Indenture or any other governmental charges that may lawfully be paid in installments over a period instrument, if any, securing any debt or borrowings by the Authority, all or substantially all the proceeds of years, the Company shall be obligated to pay only such installments as which are required to be paid during such periodused to finance Projects. The Company Board may, at the expense and in the name of the Board, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom provided the Company Board shall promptly pay first deposit with the Trustee, or cause in court, a bond or other security satisfactory to the Trustee pursuant to the Security Documents unless the Trustee shall notify the Board that, in the opinion of Independent Counsel, by nonpayment of any such items the security afforded pursuant to the terms hereof and pursuant to the Indenture and the Security Documents will be paid materially endangered or the Projects or any portion thereof will be subject to loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid forthwith. In the event that the Company Board shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to pay.Section

Taxes, Other Governmental Charges and Utility Charges. The Company Mortgagor shall pay during or cause to be paid, as the Term same shall become due, all fees, taxes, special charges, assessments and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against the Mortgagor with respect to the Mortgaged Property or any portion thereof or with respect to the Facilities, against any property original issuance of the Company brought in or upon the FacilitiesBonds, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, including without limiting the generality of the foregoing, any taxes whichlevied against the Mortgagor upon or with respect to the income or profits of the Mortgagor from the Project, if not paid, would become a lien on and including all ad valorem taxes lawfully assessed upon the FacilitiesMortgaged Property, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and Mortgaged Property, all other assessments and charges lawfully made by any governmental body against the Mortgagor for or on account of any nature that may be secured by a lien on the FacilitiesMortgaged Property; provided, however, that nothing in this Section 15 shall require the payment thereof, so long as the validity thereof shall be contested in good faith by the Mortgagor by appropriate legal proceedings in accordance with the terms set forth below; and further provided that, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Mortgagor shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. The Company mayMortgagor represents and warrants that, as of the date of execution of this Mortgage, there exists no lien, charge or encumbrance other than the Permitted Encumbrances, upon the Mortgaged Property, prior to the security interest of the Mortgagee. Except as otherwise permitted by the provisions of this Mortgage, the Mortgagor will not create or suffer to be created any lien, encumbrance or charge upon the Mortgaged Property, other than the Permitted Encumbrances, and subject to the provisions of this section relating to permitted contests, the Mortgagor will satisfy or cause to be discharged, or will make adequate provision to satisfy and discharge, within sixty (60) days after the Mortgagor is notified or becomes aware of the same, all lawful claims and demands for labor, materials, supplies or other items which, if not satisfied, might by law become a lien upon the Mortgaged Property. If any such lien shall be filed or asserted against the Mortgaged Property by reason of work, labor, services or materials supplied or claimed to have been supplied the Mortgagor shall, subject to the provisions of this section relating to permitted contests, within thirty (30) days after the Mortgagor receives notice of the filing thereof or the assertion thereof, cause the same to be discharged of record, or effectively prevent the enforcement or foreclosure thereof against the Mortgagor by contest, payment, deposit, bond, order of court or otherwise. The Mortgagor shall not be required to pay any tax, charge, assessment or imposition referred to in this section so long as the Mortgagor shall contest or there shall be contested on the Mortgagor's behalf , in good faithfaith and at the Mortgagor's own cost and expense, at its expense the amount or validity thereof, in its own namean appropriate manner or by appropriate proceedings which shall operate during the pendency thereof to prevent the collection of or other realization upon the tax, assessment, levy, fee, rent, charge, lien or encumbrance so contested, and the sale, forfeiture, or loss of the Mortgaged Property or any part thereof or interest therein, to satisfy the same; provided, that no such contest shall subject the Mortgagee to the risk of any liability. Each such contest shall be promptly prosecuted to final conclusion (subject to the right of the Mortgagor to settle any such taxescontest), assessments and other charges andin any event the Mortgagor will save the Mortgagee harmless against all losses, judgments, decrees and costs (including attorneys' fees and expenses in connection therewith) and will, promptly after the event final determination of such contest or settlement thereof, pay and discharge the amounts which shall be levied, assessed or imposed or determined to be payable therein, together with all penalties, fines, interest, costs and expenses thereon or in connection therewith. The Mortgagor shall give the Mortgagee prompt written notice of any such contest. If the Mortgagee shall notify the Mortgagor that, in Mortgagee's determination (which may permit the taxesbe based upon advice of counsel), assessments or other charges or payments in lieu by nonpayment of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items, the Mortgaged Property, or any substantial part thereof, will be materially endangered, subjected to imminent loss or forfeiture or the obligations of the Mortgagor under this Mortgage or the Agreement shall be materially impaired, then the Mortgagor shall promptly pay all such unpaid items or otherwise cause them to be satisfied and discharged and not be liens or encumbrances upon the Mortgaged Property. The Mortgagor shall furnish the Mortgagee, upon request, with proof of payment of any taxes, governmental charges, insurance premiums or other charges required by this Section to be paid by the Company, the Trustee may (but shall be Mortgagor under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paythis Mortgage.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during pay, or cause to be paid before the Term same shall become delinquent, all taxes, special assessments assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the FacilitiesProject, against including any equipment or related property of installed or brought by the Company brought in therein or upon the Facilities, any sales thereon and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with Project. With respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. The Company may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise , unless the Issuer or the Trustee shall notify the Company shall promptly pay that, in the opinion of counsel, by nonpayment of any such items the lien of the Indenture will be materially endangered or cause the Project, or any part thereof, will be subject to be paid material loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid promptly by the Company. In The Company also agrees to comply at its own cost and expense with all notices received from public authorities from and after the event that date hereof. If the Company shall fail to pay any of the foregoing items required by this Section to be paid by it, the Company, Issuer or the Trustee may (but shall be under no obligation to) pay the same, same and any amounts so advanced therefor by the Issuer or the Trustee shall become an additional obligation of the Company to the party Issuer or the Trustee, as the case may be, making the advanceadvancement, which amounts, together with interest thereon from the date thereof at a variable rate equal to the rate stated in Section 5.2of interest announced by the Trustee from time to time to be the prime rate designated by PNC Bank, Ohio, National Association, Cincinnati, Ohio plus one percent (1%) per annum, the Company hereby agrees and covenants to pay; provided however, such rate of interest shall not exceed the maximum rate permitted under State law. Such interest shall be considered to be additional indebtedness secured hereby.

Taxes, Other Governmental Charges and Utility Charges. The County and the Company acknowledge that under present law no part of the fee simple title in and to the Project owned by the County is subject to ad valorem taxation by the State or by any political or taxing subdivision thereof, and that under present law the income and profits (if any) of the County from the Project are not subject to either Federal or State taxation. The Company shall pay during pay, as the Term same become lawfully due and payable, (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of interest held by the Company brought in or upon the Facilitieshereunder, (ii) all taxes and governmental charges of any sales and excise taxes on products or transactions thereof, any taxes levied kind whatsoever upon or with respect to income the Project or profits from any machinery, equipment or related property installed or brought by the Facilities andCompany therein or thereon (including, without limiting the generality of the foregoing, any taxes levied upon or with respect to the income or profits of the County from the Project which, if not paid, would will become a lien on the FacilitiesProject prior to or on a parity with the security interest created hereunder or the lien created by the Indenture or a charge on the purchase price payments, other payments and revenues from the Project prior to or on a parity with the security interest therein and the pledge or assignment thereof created and made in the Indenture), (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project, and (iv) all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term of this Agreement. The Company may, in good faith, at its own expense and in its own namename and behalf or in the name and behalf of the County, in good faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or and other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company shall promptly pay County or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of notify the Company to that, in the party making opinion of Independent Counsel, by nonpayment of any such items the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to pay.lien or

Taxes, Other Governmental Charges and Utility Charges. The Company Except as expressly limited by this Section, the City shall pay during the Term all taxes, special assessments taxes and governmental other charges of any kind whatsoever as the same become due, respectively, that may which are at any time be lawfully assessed or levied upon or against the City with respect to the FacilitiesProperty, against the Rental Payments or any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions part thereof, any taxes levied upon or with respect to income or profits from which become due during the Facilities and, without limiting the generality Term of the foregoing, any taxes which, if not paid, would become a lien on the Facilitiesthis Lease. The City shall also pay when due, all utility gas, water, steam, electricity, heat, power, telephone, and other charges lawfully assessed or levied against the City incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Property, and all other special assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProperty; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company City shall be obligated to pay only such installments as are required to be paid during such periodthe Term of this Lease as and when the same become due. The Company City shall not be required to pay any federal, state, or local income, inheritance, estate, succession, transfer, gift, franchise, gross receipts, profit, excess profit, capital stock, corporate, or other similar tax payable by Xxxxxx, its successors or assigns. The City may, in good faith, at its own expense and in its own name, in good faith contest any such taxes, assessments assessments, utility, and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless Lessor shall notify the Company City that, in the opinion of Independent Counsel, by non-payment of any such items the interest of Lessor in the Property will be materially endangered or the Property or any part thereof will be subject to loss or forfeiture, in which event the City shall promptly pay or cause to be paid such taxes, assessments assessments, utility or charges. In the event that the Company shall fail other charges or provide Lessor with full security against any loss which may result from non-payment, in a form satisfactory to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payLessor.

Taxes, Other Governmental Charges and Utility Charges. The Company Issuer and the Lessee further acknowledge that under present law no part of the Project owned by the Issuer will be subject to ad valorem taxation by the State of Georgia or by any political or taxing subdivision thereof, and that under present law the income and profits (if any) of the Issuer from the Project are not subject to either federal or Georgia taxation and these factors have induced the Lessee to enter into this Lease. However, under current law and pursuant to the uniform assessment methodologies applied by the Fxxxxx County Board of Assessors, the Lessee shall pay during pay, as the Term same become lawfully due and payable, (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilitiesinterest held by the Lessee under this Lease, against (ii) all taxes and governmental charges of any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied kind whatsoever upon or with respect to income the Project or profits from any machinery, equipment or related property installed or brought by the Facilities andLessee therein or thereon (including, without limiting the generality of the foregoing, any taxes levied upon or with respect to the income or profits of the Issuer from the Project which, if not paid, would will become a lien charge on the Facilitiesrents, revenues and receipts from the Project prior to or on a parity with the pledge or assignment thereof created and made in the Indenture), (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project and (iv) all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Lessee shall be obligated to pay only such installments as are required to be paid during such periodthe Lease Term. It is the understanding and intent of the parties that the Issuer’s acquisition of title to the Project, including but not limited to the leased equipment comprising a portion of the Project, shall be solely for the purpose of leasing the same to the Lessee pursuant to the terms hereof. Without limiting the generality of the preceding paragraph concerning payment by the Lessee of all taxes and governmental charges of any kind whatsoever upon or with respect to the Project, it is specifically agreed that the Lessee shall pay, as the same become lawfully due and payable, either in its own name and behalf or in the name and behalf of the Issuer as appropriate, any sales or use taxes due upon payments of rent pursuant to Section 5.3 hereof attributable to leased equipment. The Company Lessee may, at its own expense and in its own name and behalf or in the name and behalf of the Issuer, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or and other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise The Issuer shall cooperate fully with the Company shall promptly pay or cause to be paid Lessee in any such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paycontest.

Taxes, Other Governmental Charges and Utility Charges. The Company Borrower shall pay during pay, or cause to be paid, prior to the Term same becoming past due, every lawful cost, expense and obligation of every kind and nature, foreseen or unforeseen, for the payment of which the Issuer, the Trustee, the Lender or Xxxxxx Xxx is or shall become liable by reason of its or their estate or interest in the Project or any portion thereof, by reason of any right or interest of the Issuer, the Trustee, the Lender or Xxxxxx Mae in or under this Financing Agreement, or by reason of or in any manner connected with or arising out of the possession, operation, maintenance, alteration, repair, rebuilding, use or occupancy of the Project or any portion thereof, including, without limitation, all taxestaxes (except income, special assessments value added, business and similar taxes of such entities), assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the FacilitiesProject or any machinery, against any equipment or other property of installed or brought by the Company brought in Borrower therein or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilitiesthereon; provided, however, with respect that the Borrower shall have the right to special protest any such taxes or assessments and to require the Issuer or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such period. The Company may, in good faithTrustee, at its expense in its own namethe Borrower’s expense, to protest and contest any such taxes, taxes or assessments levied upon them and other charges and, in that the event Borrower shall have the right to withhold payment of any such contesttaxes or assessments pending disposition of any such protest or contest unless such withholding, may permit protest or contest would adversely affect the taxes, assessments rights or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any interests of the foregoing items Issuer or the Trustee; and provided, further, that any amounts payable hereunder that are also required by this Section to be paid by the Companyterms of the Mortgage shall be paid without duplication on the terms provided in the Mortgage. Upon request, the Trustee may (but Borrower shall be under no obligation to) pay furnish to the sameIssuer, the Trustee, Xxxxxx Xxx and the Lender proof of the payment of any amounts so advanced therefor such tax, assessment or other governmental or similar charge, or any other charge which is payable by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payBorrower as set forth above.

Taxes, Other Governmental Charges and Utility Charges. The Company This is a net lease and, in addition to paying the Rent hereunder, Tenant shall be responsible for and shall pay during any and all expenses of owning, operating, maintaining and repairing the Premises incurred from and after the date hereof until the expiration of the Lease Term and any and all other costs, charges, assessments, expenses, taxes, payments in lieu of taxes and TIF service payments of every kind and character, ordinary or extraordinary, arising out of or incurred in connection with the use or occupancy of the Premises or the execution, delivery and performance by Tenant of this Lease, whether or not such cost, charge, assessment, expense or tax is expressly referred to herein, so as to allow Landlord to receive the Rent as net rent. Without limiting the generality of the foregoing, Tenant shall pay, as the same respectively become due, all taxes, assessments, whether general or special assessments and governmental charges of any kind whatsoever as the same become due, respectively, (excluding any federal or state income taxes on any income of Landlord) that may at any time during the Lease Term be lawfully assessed or levied upon against or with respect to the FacilitiesPremises (including, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereofwithout limitation, any taxes levied upon or with respect to the revenues, income or profits of Tenant from the Facilities and, without limiting the generality of the foregoing, any taxes whichPremises) that, if not paid, would may become or be made a lien on the FacilitiesPremises or any part thereof, or a charge on such revenues, income and profits therefrom and all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on Premises during the FacilitiesLease Term; provided, howeverprovided that, with respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company Tenant shall be obligated to pay only such installments as are required to be paid during the Lease Term. Landlord shall use good faith efforts to cause all tax bills with respect to the Premises to be sent directly to Tenant and, where it is unable to do so, to promptly send to Tenant any such periodtax bills received by it. The Company mayNotwithstanding the foregoing, in good faithTenant shall have the right, but at its own cost and expense in its own nameand after prior written notice to the Director, and after consultation with the Landlord, to contest any such taxes, assessments and other charges and, in the event validity or the amount of any such contestcosts, may permit the charges, assessments, expenses, taxes, assessments or other charges or payments in lieu of taxes so contested and TIF service payments by appropriate proceedings timely instituted, unless the Director shall notify Landlord and Tenant in writing that, in the reasonable opinion of legal counsel to remain unpaid during the period Director, by nonpayment of any such contest items the lien and security interest granted under the Mortgage to the Director will be materially and adversely affected or the Project or any appeal therefrom. Otherwise the Company material part thereof will be subject to loss or forfeiture, in which event Landlord or Tenant shall promptly pay or cause to be paid such costs, charges, assessments, expenses, taxes, assessments payments in lieu of taxes and TIF service payments or chargesgive the Director adequate protection in regard to such payments. In The Director shall have the event that commercially reasonable discretion to determine the Company shall fail to pay any adequacy of the foregoing items required protection proffered. Tenant shall have the right to initiate any such contest in its own name or in the name of Landlord and Landlord will exercise good faith efforts to cooperate with Tenant, but at Tenant’s expense, in any such contest (except as any such lien is asserted by this Section Landlord in which event Tenant shall have the right to be paid by contest such lien as if it were the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation owner of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payPremises).

Taxes, Other Governmental Charges and Utility Charges. The Company In the event that the Leased Property or any portion thereof shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body, the Lessees shall pay during the Term amount of all such taxes, special assessments and governmental charges of any kind whatsoever as the same become when due, respectivelyas Additional Rentals. In the event that the Lender has exercised any remedy upon an Event of Default or an Event of Nonappropriation, that may at any time be lawfully assessed or levied upon or with respect the Lessees agree that, to the Facilitiesextent permitted by law, against any they shall treat the Project as property owned by the City for the purposes of the Company brought in City taxation, assessments or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with governmental charges. With respect to special assessments or other governmental charges that which may be lawfully be paid in installments over a period of years, the Company Lessees shall be obligated to pay provide for Additional Rentals only for such installments as are required to be paid during such periodthe upcoming Renewal Term. The Company mayExcept for Permitted Encumbrances, in good faith, at its expense in its own name, contest the Lessees shall not allow any such taxes, assessments and other charges and, in the event of any such contest, may permit the liens for taxes, assessments or governmental charges to exist with respect to the Leased Property or any portion thereof (including, without limitation, any taxes levied upon the Leased Property or any portion thereof which, if not paid, will become a charge on the rentals and receipts from the Leased Property or any portion thereof, or any interest therein, including the interest of the Lender), or the rentals and revenues derived therefrom or hereunder. The Lessees shall also pay as Additional Rentals, as the same respectively become due, all utility and other charges or payments incurred in lieu of taxes so contested to remain unpaid during the period of such contest maintenance and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any upkeep of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payLeased Property.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during pay, or cause to be paid, as the Term same respectively become due, all taxes, special assessments assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the Project Facilities, against including any equipment or related property of installed or brought by the Company brought in therein or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andthereon (including, without limiting the generality of the foregoing, any taxes whichlevied upon or with respect to the revenues or income of the Issuer from the Project), if not paid, would become a lien on the Facilities, and all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Project Facilities; provided, however, that with respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. If the Project Facilities are not taxed because of any interest the Issuer may have in respect thereof, the Company shall pay to the political subdivisions in which the Project Facilities are located an amount equal to the taxes that would be otherwise due and payable, except to the extent all or a portion of the Project Facilities are benefited by any real estate tax abatement ordinance or program. Such amounts in lieu of taxes shall be payable by the Company directly to the political subdivisions in which the Project Facilities are located. The Company may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contestcontest (and the Issuer will cooperate in such contest [but at no expense to the Issuer] if legally required or reasonably helpful to do so), may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise , unless the Issuer or the Trustee shall notify the Company shall promptly pay that, in the opinion of counsel, by nonpayment of any such items the lien of the Indenture will be materially endangered or cause the Project Facilities or any part thereof will be subject to be paid loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid promptly. In The Company shall not use, as a basis for contesting any tax, assessment or charge, the fact that legal title to the Project Facilities is held by a body of governmental or quasi-governmental status. The Issuer will cooperate fully with the Company in any such contest. The Company also agrees to comply at its own cost and expense with all notices received from public authorities from and after the date hereof. Except in the case where the Company shall be contesting its obligation to pay any of the 12 18 foregoing items pursuant to the terms of this Section, in the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Issuer or the Trustee may (but shall be under no obligation to), after ten (10) days prior written notice to the Company of its intent to do so, pay the same, same and any amounts so advanced therefor by the Issuer or the Trustee shall become an additional obligation of the Company to the party one making the advanceadvancement, which amounts, together with interest thereon at the rate of 15% per annum from the date thereof at the rate stated in Section 5.2thereof, the Company agrees and covenants to pay.

Taxes, Other Governmental Charges and Utility Charges. The Company shall shall, throughout the Lease Term, duly pay during and discharge, or cause to be paid and discharged, as the Term same become due and payable: (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may (on account of a change in law or otherwise) at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Issuer, against any property of the Company brought and of the Holder in or upon the Facilities, any sales and excise taxes on products or transactions thereof, Project; (ii) any taxes levied upon or with respect to income or profits the lease revenues and receipts of the Issuer from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Document; (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project; and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, income and profits of the Project or arising in respect of the occupancy, uses or possession thereof. Both the Issuer and the Holder shall be entitled to enforce the provisions of this Section, and the Issuer’s right to enforce the same is one of the Unassigned Rights. It is the understanding of the parties that, under the Act, the Issuer does not pay property taxes on its interest in the Project and that the Leasehold Interest of the Company is to be taxed as provided in the Economic Development Agreement being executed by the Company in connection herewith. The Company shall exhibit to the Issuer and to the Holder upon request validated receipts showing the payment of such taxes and other charges of any nature that which may be secured by or become a lien or encumbrance on the Facilities; provided, however, with respect Project. Upon notifying the Holder and the Issuer of its intention to special assessments or other governmental charges that may lawfully be paid in installments over a period of yearsdo so, the Company shall be obligated to pay only such installments as are required to be paid during such period. The Company may, at its own expense and in its own name and behalf or in the name and behalf of the Issuer and in good faith, at its expense in its own name, contest any such taxes, assessments assessments, and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise , but only so long as neither the Company shall promptly pay Project nor any part thereof will be subject to imminent loss or cause to forfeiture by reason of such nonpayment; provided, that no such contest may be paid such taxes, assessments or charges. In made in the event that the Company shall fail to pay any name of the foregoing items required by this Section to be paid by Issuer unless (i) it is in the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation opinion of the Company necessary to protect or assert the party making rights or interests of the advanceCompany. Both the Issuer and the Holder shall be entitled to enforce the provisions of this Section, which amounts, together with interest thereon from and the date thereof at Issuer’s right to enforce the rate stated in Section 5.2, same is one of the Company agrees to payUnassigned Rights.

Taxes, Other Governmental Charges and Utility Charges. The Company In the event that the Leased Property shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body, the District shall pay during the Term amount of all such taxes, special assessments and governmental charges of any kind whatsoever as the same become then due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with as Additional Rentals. With respect to special assessments or other governmental charges that which may be lawfully be paid in installments over a period of years, the Company District shall be obligated to pay provide for Additional Rentals only for such installments as are required to be paid during such periodthe upcoming Fiscal Year. Except for Permitted Encumbrances, the District shall not allow any liens for taxes, assessments or governmental charges to exist with respect to the Leased Property (including, without limitation, any taxes levied upon the Leased Property which, if not paid, will become a charge on the rentals and receipts from the Leased Property, or any interest therein, including the leasehold interests of the Trustee), or the rentals and revenues derived therefrom or hereunder. The Company District shall also pay as Additional Rentals, as the same respectively become due, all utility and other charges and fees and other expenses incurred in the operation, maintenance and upkeep of the Leased Property. The District may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Trustee shall promptly pay notify the District that, in the opinion of Counsel, by nonpayment of any such items the value of the Leased Property will be materially endangered or cause the Leased Property will be subject to loss or forfeiture, or the Trustee will be paid subject to liability, in which event such taxes, assessments assessments, utility or charges. In the event other charges shall be paid forthwith (provided, however, that the Company such payment shall fail to pay any not constitute a waiver of the foregoing items required by this Section right to be paid by the Companycontinue to contest such taxes, the Trustee may (but shall be under no obligation to) pay the sameassessments, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payutility or other charges).

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during will pay, or cause to be paid, as the Term same respectively become due, (i) all taxes, ad valorem taxation by the State by any political subdivision thereof or special assessments district therein and all other taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the Facilities, against Project or the Project Site or any personal property of installed or brought by the Company brought in or upon on the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andProject Site (including, without limiting the generality of the foregoing, any taxes levied on or with respect to the income or profits of the Company from the Project or the Project Site and any other taxes levied upon or with respect to the Project or the Project Site which, if not paid, would will become a lien on the FacilitiesProject or the Project Site prior to or on a parity with the lien of the Indenture or the Mortgage), (ii) all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project or the Project Site and (iii) all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject or the Project Site; provided, however, that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term of this Agreement. The Company may, in good faith, at its own expense and in its own name, in good faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless by such action the Company Project, shall promptly pay in the Trustee's sole determination be materially endangered or cause any part thereof shall become subject to be paid loss or forfeiture, in which event such taxes, assessments or charges. In the event that the Company charges shall fail to pay any of the foregoing items required by this Section to be paid forthwith by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of . The Issuer will cooperate fully with the Company to protect the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees Company's right so to paycontest.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during pay, or cause to be paid before the Term same become delinquent, all taxes, special assessments assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the Project Facilities, against including any equipment or related property of installed or brought by the Company brought in therein or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andthereon (including, without limiting the generality of the foregoing, any taxes whichlevied upon or with respect to the revenues or income of the Issuer with respect to the sale of the Project Facilities), if not paid, would become a lien on the Facilities, and all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Project Facilities; provided, however, with . With respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. The Company may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise The Company agrees that it will not use, as a basis for contesting or adjudicating any taxes or assessments upon the Company shall promptly pay or cause to be paid such taxesProject Facilities, assessments or charges. In the event fact that the Issuer has an ownership interest therein. The Company shall fail also agrees to pay any of comply at its own cost and expense with all notices received from public authorities from and after the foregoing items required by this Section date hereof. The Company and the Issuer acknowledge that during the period in which title to be paid the Project is held by the Company, Issuer the Trustee may (but shall Project will be under no obligation to) pay the same, and any amounts so advanced therefor exempt from certain real property taxes which would otherwise be payable by the Trustee shall become an additional obligation of the Company to the party making Issuer in respect of the advance, which amounts, together with interest thereon from Project Facilities. The Company and the date thereof Issuer agree that during such period the Company shall make payments in lieu of taxes to the Issuer at the then current school rate stated plus .05 cents per $100 per annum on the value of the Project Facilities as improved (provided that in Section 5.2, no event shall the Company agrees to payassessed value of the Project Facilities for purposes of determining the amount of such payments exceed $3,500,000).

Taxes, Other Governmental Charges and Utility Charges. The Company shall Company, at the expense of the Company, shall, throughout the Term, duly pay during and discharge, as the Term same become due and payable, (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Issuer, against any property of the Company brought and of the Holder in or upon the FacilitiesProject, (ii) any sales and excise taxes on products or transactions thereof, any rent taxes levied upon or with respect to income or profits the lease revenues and receipts of the Issuer from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Document, (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project, and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, and charges income of any nature the Project or arising in respect of the occupancy, uses or possession thereof. Both the Issuer and the Holder shall be entitled to enforce the provisions of this Section, and the Issuer's right to enforce the same is one of the Unassigned Rights. The parties intend that may be secured by a lien on the Facilities; provided, however, Company pay ad valorem property taxes with respect to special assessments or other governmental charges that may lawfully be paid the interest of the Company hereunder as contemplated in installments over a period the Amended and Restated Memorandum of yearsUnderstanding. If any taxing authority seeks to impose any taxes described in this Section, and if the Company first notifies the Issuer and the Holder of its intention to do so, the Company shall be obligated to pay only such installments as are required to be paid during such period. The Company may, at its own expense and in its own name and behalf or in the name and behalf of the Issuer and in good faith, at its expense in its own name, contest any such taxes, assessments assessments, and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom, but only so long as neither the Project nor any part thereof will be subject to imminent loss or forfeiture by reason of such nonpayment. Otherwise Should such unpaid taxes cause the Project to be subject to imminent loss or forfeiture by reason of such nonpayment, the Issuer shall provide for the payment of such taxes and be entitled to collect any and all rebates or return or such. The Company shall promptly pay or cause exhibit to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, Issuer and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making Holder upon written request validated receipts showing the advance, payment of any other charges and taxes which amounts, together with interest thereon from may be or become a lien or encumbrance on the date thereof at the rate stated in Section 5.2, the Company agrees to payProject.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during the Term all taxes, special assessments and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the FacilitiesCompany, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from any property of the Facilities Company and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilitiesproperty of the Company, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Company’s facilities and all other assessments and charges of any nature that may be secured by a lien on the FacilitiesCompany’s facilities; provided, however, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe Term. The Company may, in good faith, at its expense in its own name, contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to pay.

Taxes, Other Governmental Charges and Utility Charges. The Company In the event that the Leased Property shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body, the Town shall pay during the Term amount of all such taxes, special assessments and governmental charges of any kind whatsoever as the same become then due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with as Additional Rentals. With respect to special assessments or other governmental charges that which may be lawfully be paid in installments over a period of years, the Company Town shall be obligated to pay provide for Additional Rentals only for such installments as are required to be paid during such periodthe upcoming Fiscal Year. Except for Permitted Encumbrances, the Town shall not allow any liens for taxes, assessments or governmental charges to exist with respect to the Leased Property (including, without limitation, any taxes levied upon the Leased Property which, if not paid, will become a charge on the rentals and receipts from the Leased Property, or any interest therein, including the leasehold interests of the Trustee), or the rentals and revenues derived therefrom or hereunder. The Company Town shall also pay as Additional Rentals, as the same respectively become due, all utility and other charges and fees and other expenses incurred in the operation, maintenance and upkeep of the Leased Property. The Town may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Trustee shall promptly pay notify the Town that, in the opinion of Counsel, by nonpayment of any such items the value of the Leased Property will be materially endangered or cause the Leased Property will be subject to loss or forfeiture, or the Trustee will be paid subject to liability, in which event such taxes, assessments assessments, utility or charges. In the event other charges shall be paid forthwith (provided, however, that the Company such payment shall fail to pay any not constitute a waiver of the foregoing items required by this Section right to be paid by the Companycontinue to contest such taxes, the Trustee may (but shall be under no obligation to) pay the sameassessments, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payutility or other charges).

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during During the Term of this Agreement the School District shall also pay or cause to be paid when due all taxesgas, special assessments and governmental charges of any kind whatsoever as the same become duewater, respectivelysteam, that may at any time be lawfully assessed or levied upon or with respect to the Facilitieselectricity, against any property of the Company brought in or upon the Facilitiesheat, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility power and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Premises. The School District shall also pay all property and excise taxes and governmental charges of any kind whatsoever (including special assessments) which may at any time be lawfully assessed or levied against or with respect to the Premises or any part thereof or the Lease Payments, and which become due during the Term of this Agreement with respect thereto; and all other special assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesPremises; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company School District shall be obligated to pay only such installments as are required to be paid during such periodthe Term of this Agreement as and when the same become due. The Company School District shall not be required to pay any federal, state or local income, inheritance, estate, succession, transfer, gift, franchise, gross receipts, profit, excess profit, capital stock, corporate, or other similar tax payable by the Trustee, its successors or assigns, unless such tax is made in lieu of or as a substitute for any real estate or other tax upon property. The School District may, at the School District's expense and in the School District's name or in the Trustee's name, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Trustee shall notify the School District that, in the opinion of Independent Counsel, by nonpayment of any such items the interest of the Trustee in the Premises will be materially endangered or the Premises or any part thereof will be subject to loss or forfeiture, in which event the School District shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, charges or provide the Trustee with full security against any loss which may (but shall be under no obligation to) pay the sameresult from nonpayment, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company in form satisfactory to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payTrustee.

Taxes, Other Governmental Charges and Utility Charges. The Company Except as expressly limited by this Section, Lessee shall pay during the Term all taxes, special assessments taxes and governmental other charges of any kind whatsoever as the same become due, respectively, that may which are at any time be lawfully assessed or levied upon against or with respect to the FacilitiesEquipment, against the Rental Payments or any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions part thereof, any taxes levied upon or with respect to income which become due during the Term of this Lease, whether assessed against Lessee or profits from the Facilities andLessor. Lessee shall also pay when due all gas, without limiting the generality of the foregoingwater, any taxes whichsteam, if not paidelectricity, would become a lien on the Facilitiesheat, all utility power, telephone, and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Equipment, and all other special assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesEquipment; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Lessee shall be obligated to pay only such installments as are required to be paid during the Term of this Lease as and when the same become due. Lessee shall not be required to pay any federal, state or local income, inheritance, estate, succession, transfer, gift, franchise, gross receipts, profit, excess profit, capital stock, corporate, or other similar tax payable by Lessor, its successors or assigns, unless such periodtax is made in lieu of or as a substitute for any tax, assessment or charge which is the obligation of Lessee under this Section. The Company Lessee may, in good faith, at its own expense and in its own name, in good faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless Lessor shall notify Lessee that, in the Company opinion of Independent Counsel, by nonpayment of any such items the interest of Lessor in the Equipment will be materially endangered or the Equipment or any part thereof will be subject to loss or forfeiture, in which event Lessee shall promptly pay or cause to be paid such taxes, assessments assessments, utility or charges. In the event that the Company shall fail other charges or provide Lessor with full security against any loss which may result from nonpayment, in form satisfactory to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payLessor.

Taxes, Other Governmental Charges and Utility Charges. The Company shall Company, at the expense of the Company, shall, throughout the Term, duly pay during and discharge, as the Term same become due and payable, (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may (on account of a change in law or otherwise) at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Authority, against any property of the Company brought and of the Holder in or upon the FacilitiesProject, (ii) any sales and excise taxes on products or transactions thereof, any rent taxes levied upon or with respect to income or profits the lease revenues and receipts of the Authority from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Deed, (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project, and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, and charges income of the Project or arising in respect of the occupancy, uses or possession thereof. Both the Authority and the Holder shall be entitled to enforce the provisions of this Section, and the Authority’s right to enforce the same is one of the Unassigned Rights. Under current law, property owned by the Authority is exempt from ad valorem property tax. The Company shall make annual payments in lieu of taxes to the Authority, for the benefit of the state, the county, the city and the other local taxing authorities, equal to the following payment percentages of the ad valorem taxes which they would have levied against the Project if the Company, rather than the Authority, were the owner of the Project on January 1 of such year: Tax Year Payment Percentage 2002 20% 2003 40% 2004 60% 2005 80% 2006 and thereafter 100% For purposes of calculating the payments in lieu of taxes (i) the fair market value of the Project shall be determined using the valuation procedures ordinarily employed in the County for purposes of ad valorem property taxation, (ii) the fair market value shall be multiplied by the assessment percentage (40%), (iii) the resulting “assessed value” shall be multiplied by the respective millage rates of the state, county, city and local taxing authorities to determine the gross normal tax” applicable to each such governmental entity and (iv) and the “gross normal tax” applicable to each such governmental entity shall be multiplied by the applicable payment percentage for the year for which such calculation is made to determine the payment in lieu of taxes payable in such year to each such governmental entity. In any nature year in which a payment in lieu of taxes is due hereunder, the Company shall, on or before the date actual ad valorem taxes would normally be due, deliver to the Authority, checks payable to the respective tax collectors for such state, county, city, and local taxing authorities for the payment in lieu of taxes payable in such year to each such governmental entity for which such tax collectors collect taxes. Receipt of such checks shall be noted by the Authority on its records and the Authority shall then forward the respective checks to the respective tax collectors that may be secured are the payees thereof. The Authority shall have no economic interest in such payments in lieu of taxes, but shall serve a collector thereof for the benefit of such governmental entities. Should the Company fail to make payments in lieu of taxes required by a lien on this Section at the Facilities; provided, however, with respect to special assessments or other governmental charges that may lawfully be paid times and in installments over a period of yearsthe manner provided for in this Section, the Company shall be obligated to pay only such installments as are required to be paid during such period. The Company maythe respective governmental entities, in good faith, at its expense addition to such payment in its own name, contest any such lieu of taxes, assessments an additional amount that shall be equal to the penalties and other charges and, interest that would be assessed against the Company if such payment in lieu of taxes were delinquent ad valorem taxes. If the Authority’s ownership interest in the event of Project, the Company’s leasehold interest or any such contestother interest therein should become subject to actual ad valorem taxes in any tax year, may permit the taxes, assessments or other charges or Company’s obligations to pay payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Companyabove, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company inapplicable to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paysuch tax year.

Taxes, Other Governmental Charges and Utility Charges. (a) The Company shall shall, throughout the Lease Term, duly pay during and discharge, as the Term same become due and payable: (i) all taxes, special assessments for benefits and governmental charges of any kind whatsoever as the same become due, respectively, that may (on account of a change in law or otherwise) at any time be lawfully assessed or levied upon against or with respect to the Facilitiesinterests of the Issuer, against any property of the Company brought and of the Holder in or upon the FacilitiesProject, any sales and excise taxes on products or transactions thereof, (ii) any taxes levied upon or with respect to income or profits the lease revenues and receipts of the Issuer from the Facilities and, without limiting the generality of the foregoing, any taxes Project which, if not paid, would will become a lien on the FacilitiesProject or a charge on the revenues and receipts therefrom prior to or on a parity with the charge, pledge, and assignment thereof created and made in the Bond Resolution and in the Security Document, (iii) all utility and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project, and (iv) other levies, permit fees, inspection and license fees and all other assessments charges imposed upon or assessed against the Project or any part thereof or upon the revenues, rents, issues, income and charges profits of any nature that may the Project or arising in respect of the occupancy, uses or possession thereof. Both the Issuer and the Holder shall be secured by entitled to enforce the provisions of this Section, and the Issuer’s right to enforce the same is one of the Unassigned Rights. It is the understanding of the parties that, under the Act, the Issuer does not pay property taxes on its interest in the Project. The Company’s interest in the Project is a lien mere usufruct and bailment for hire (which are not separately taxable estates) and not an estate for years (which would be an estate in which the leasehold interest would be taxable based on the Facilities; providedvalue of the leasehold interest). Thus, howeverwhile this Lease is in effect, with respect to special assessments or other governmental charges the parties hereto contemplate that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodliable for no actual taxes on its leasehold or bailment for hire interest in the Project. The Company mayHowever, in good faithorder to prevent the taxing authorities from being deprived of revenues relating to the Project during the period title thereto is in the Issuer, at its expense the Company shall, in its own name, contest any such taxes, assessments consideration of the lease structure and other charges andbenefits, in the event of any such contest, may permit the taxes, assessments or other charges or make payments in lieu of taxes so contested in accordance with the payment percentages and terms provided in the Economic Development Agreement. Notwithstanding anything herein to remain unpaid during the period of such contest contrary, the Issuer cannot and does not warrant, guaranty or promise any appeal therefromparticular ad valorem tax treatment resulting from this Lease. Otherwise the The Company shall promptly pay or cause exhibit to be paid such the Issuer and to the Holder, upon request, validated receipts showing the payment of any taxes, assessments payments in lieu of taxes and other charges which may be or charges. In become a lien or encumbrance on the event that the Company shall fail to pay any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payProject.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during pay, or cause to be paid before the Term same shall become delinquent, all taxes, special assessments assessments, whether general or special, and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against or with respect to the FacilitiesProject, against including any equipment or related property of installed or brought by the Company brought in therein or upon the Facilities, any sales thereon and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with Project. With respect to special assessments or other governmental charges that lawfully may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe term hereof. The Company may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise , unless the Issuer or the Trustee shall notify the Company shall promptly pay that, in the opinion of counsel, by nonpayment of any such items the lien of the Indenture will be materially endangered or cause the Project, or any part thereof, will be subject to be paid material loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid promptly by the Company. In The Company also agrees to comply at its own cost and expense with all notices received from public authorities from and after the event that date hereof. If the Company shall fail to pay any of the foregoing items required by this Section to be paid by it, the Company, Issuer or the Trustee may (but shall be under no obligation to) pay the same, same and any amounts so advanced therefor by the Issuer or the Trustee shall become an additional obligation of the Company to the party Issuer or the Trustee, as the case may be, making the advanceadvancement, which amounts, together with interest thereon from the date thereof at a variable rate equal to the rate stated in Section 5.2of interest announced by the Trustee from time to time to be the prime rate designated by PNC Bank, National Association, Pittsburgh, Pennsylvania, plus one percent (1%) per annum, the Company hereby agrees and covenants to pay; provided however, such rate of interest shall not exceed the maximum rate permitted under State law. Such interest shall be considered to be additional indebtedness secured hereby.

Taxes, Other Governmental Charges and Utility Charges. The Company Mortgagor shall pay during or cause to be paid, as the Term same shall become due, all fees, taxes, special charges, assessments and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied upon against the Mortgagor with respect to the Mortgaged Property or any portion thereof or with respect to the Facilities, against any property original issuance of the Company brought in or upon the FacilitiesBonds, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, including without limiting the generality of the foregoing, any taxes whichlevied against the Mortgagor upon or with respect to the income or profits of the Mortgagor from the Bond Project, if not paid, would become a lien on and including all ad valorem taxes lawfully assessed upon the Facilities, Mortgaged Property all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and Mortgaged Property, all other assessments and charges lawfully made by any governmental body against the Mortgagor for or on account of any nature the Mortgaged Property; provided however, that may nothing in this paragraph 15 shall require the payment thereof, so long as the validity thereof shall be secured contested in good faith by a lien on the FacilitiesMortgagor by appropriate legal proceedings in accordance with the terms set forth below; provided, howeverand further provided that, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company Mortgagor shall be obligated to pay only such installments as are required to be paid during such periodthe term). hereof. The Company mayMortgager represents and warrants that, as of the date of execution of this Mortgage, there exists no lien, charge or encumbrance other than the Permitted Encumbrances, upon the Mortgaged Property, prior to the security interest of the Mortgagee. Except as otherwise permitted by the provisions of this Mortgage, the Mortgagor will not create or suffer to be created any lien, encumbrance or charge upon the Mortgaged Property, other than the Permitted Encumbrances, and subject to the provisions of this paragraph relating to permitted contests, the Mortgagor will satisfy or cause to be discharged, or will make adequate provision to satisfy and discharge, within sixty (60) days after the Mortgagor is notified or becomes aware of the same, all lawful claims and demands for labor, materials, supplies or other items which, if not satisfied, might by law become a lien upon the Mortgaged Property. If any such lien shall be filed or asserted against the Mortgaged Property by reason of work, labor, services or materials supplied or claimed to have been supplied the Mortgagor shall, subject to the provisions of this paragraph relating to permitted contests, within thirty (30) days after the Mortgagor receives notice of the filing thereof or the assertion thereof, cause the same to be discharged of record, or effectively prevent the enforcement or foreclosure thereof against the Mortgagor by contest, payment, deposit, bond, order of court or otherwise. The Mortgagor shall not be required to pay any tax, charge, assessment or imposition referred to in this paragraph 15 so long as the Mortgagor shall contest or there shall be contested on the Mortgagor's behalf in good faith and at the Mortgagor's own cost and expenses, the amount or validity thereof, in good faithan appropriate manner or by appropriate proceedings, at its expense in its own namewhich, shall operate during the pendency thereof to prevent the collection of or other realization upon the tax, assessment, levy, fee, rent, charge, lien or encumbrance so contested, and the sale, forfeiture, or loss of the Mortgaged Property or any part thereof or interest therein, to satisfy the same; provided, that no such contest shall subject the Mortgagee to the risk of any liability. Each such contest shall be promptly prosecuted to final conclusion (subject to the right of the Mortgagor to settle any such taxescontest), assessments and other charges andin any event the Mortgagor will save the Mortgagee harmless against all losses, judgments, decrees and costs (including attorneys' fees and expenses in connection therewith) and will, promptly after the event final determination of such contest or settlement thereof, pay and discharge the amounts which shall be levied, assessed or imposed or determined to be payable therein, together with all penalties, fines, interest, costs and expenses thereon or in connection therewith. The Mortgagor shall give the Mortgagee prompt written notice of any such contest. If the Mortgagee shall notify the Mortgagor that, in Mortgagee's determination (which may permit the taxesbe based upon advice of counsel), assessments or other charges or payments in lieu by nonpayment of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise the Company shall promptly pay or cause to be paid such taxes, assessments or charges. In the event that the Company shall fail to pay any of the foregoing items, the Mortgaged Property, or any substantial part thereof, will be materially endangered, subject to imminent loss or forfeiture or the obligation of the Mortgagor under this Mortgage or the Agreement shall be materially impaired, then the Mortgagor shall promptly pay all such unpaid items and cause them to be satisfied and discharged. The Mortgagor shall furnish the Mortgagee, upon request, with proof of payment of any taxes, governmental charges, insurance premiums or other charges required by this Section to be paid by the Company, the Trustee may (but shall be Mortgagor under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paythis Mortgage.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during In the Term all taxesevent that the Project or any portion thereof shall, special assessments and for any reason, be deemed subject to taxation, assessments, or charges lawfully made by any governmental charges of any kind whatsoever as body which may be secured by a lien against the same become dueProject, respectively, that may at any time be lawfully assessed or levied upon or an Additional Rental with respect to the FacilitiesProject, against from and to the extent of Interlocal Funds, shall be paid by the Sublessee equal to the amount of all such taxes, assessments, and governmental charges then due. With respect to special assessments or other governmental charges which may be lawfully paid in installments over a period of years, the Sublessee shall be obligated to provide for Additional Rentals with respect to the Project only for such installments as are required to be paid during that period that the Sublessee is obligated to pay Base Rentals with respect to the Project. The Sublessee shall not allow any property of liens for taxes, assessments or governmental charges to exist with respect to the Company brought in Project or upon the Facilitiesany portion thereof (including, any sales and excise taxes on products or transactions thereofwithout limitation, any taxes levied upon the Project or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes portion thereof which, if not paid, would will become a lien charge on the Facilitiesrentals and receipts from the Project or any portion thereof prior to or on a parity with the charge thereon and the pledge and assignment thereof to be created and made in the Master Resolution), or any interest therein (including the interest of the Sublessor) or the rentals and revenues derived therefrom or hereunder. The Sublessee shall also pay as Additional Rentals with respect to the Project, as the same respectively become due, all utility gas, water, steam, electricity, heat, power, telephone, utility, and other charges incurred in the operation, maintenance, use, occupancy occupancy, and upkeep of the Facilities Project. As long as the Sublessee is in possession of the Project and except as otherwise provided herein, it shall keep it free and clear of all liens, charges, and encumbrances (except Permitted Encumbrances and any arising through the Sublessor) and shall have the responsibility for all management, operations, maintenance, and repair of the Project. The Sublessee in its discretion may discharge such responsibility by: (1) using its own employees; or (2) contracting for services; or (3) subleasing all or part of the Project, subject to the provisions hereof and of the Lease and the Master Resolution; or (4) any combination of such methods. No such contract or sublease shall place a greater burden on the Sublessor than provided herein, nor infringe rights granted to or retained by the Sublessor hereunder, nor violate or in any way impair the Sublessor’s obligations under the Master Resolution or any other assessments instrument, if any, securing any debt or borrowings by the Sublessor, all or substantially all the proceeds of which are to be used to finance the Project. The Authority does not agree to provide anything more than the Project as herein defined, and charges shall have no obligation to incur any expense of any nature that may be secured by a lien on kind or character in connection with the Facilities; providedmanagement, howeveroperation, with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period maintenance of years, the Company shall be obligated to pay only such installments as are required to be paid Project during such periodthe Sublease Term. The Company Sublessee may, at the expense and in the name of the Sublessee, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility, and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Sublessor shall promptly pay notify the Sublessee that, in the opinion of Independent Counsel, by nonpayment of any such items the security afforded pursuant to the terms hereof and pursuant to the Master Resolution and the Security Documents will be materially endangered or cause the Project or any portion thereof will be subject to be paid loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid forthwith. In the event that the Company shall fail Sublessee fails to pay any of the foregoing items required by this Section to be paid by the Companysection, the Trustee Sublessor may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payof ten (10) percent per annum.

Taxes, Other Governmental Charges and Utility Charges. The Company In the event that the Leased Property or any portion thereof shall, for any reason, be deemed subject to taxation, assessments or charges lawfully made by any governmental body, the County shall pay during the Term amount of all such taxes, special assessments and governmental charges of any kind whatsoever as the same become when due, respectively, that may at any time be lawfully assessed or levied upon or with respect to the Facilities, against any property of the Company brought in or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities and, without limiting the generality of the foregoing, any taxes which, if not paid, would become a lien on the Facilities, all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities and all other assessments and charges of any nature that may be secured by a lien on the Facilities; provided, however, with as Additional Rentals. With respect to special assessments or other governmental charges that which may be lawfully be paid in installments over a period of years, the Company County shall be obligated to pay provide for Additional Rentals only for such installments as are required to be paid during such periodthe upcoming Fiscal Year. Except for Permitted Encumbrances, the County shall not allow any liens for taxes, assessments or governmental charges to exist with respect to the Leased Property or any portion thereof (including, without limitation, any taxes levied upon the Leased Property or any portion thereof which, if not paid, will become a charge on the rentals and receipts from the Leased Property or any portion thereof, or any interest therein, including the interest of the Trustee or the Owners), or the rentals and revenues derived therefrom or hereunder. The Company County shall also pay as Additional Rentals, as the same respectively become due, all utility and other charges incurred in the maintenance and upkeep of the Leased Property. The County may, at its expense, in good faith, at its expense in its own name, faith contest any such taxes, assessments assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments assessments, utility or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless the Company Trustee shall promptly pay notify the County that, in the opinion of Counsel, by nonpayment of any such items the security afforded pursuant to the Indenture will be materially endangered or cause the Leased Property or any portion thereof will be subject to loss or forfeiture, or the Trustee will be paid subject to liability, in which event such taxes, assessments assessments, utility or charges. In the event other charges shall be paid forthwith (provided, however, that the Company such payment shall fail to pay any not constitute a waiver of the foregoing items required by this Section right to be paid by the Companycontinue to contest such taxes, the Trustee may (but shall be under no obligation to) pay the sameassessments, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to pay.utility or other charges). DRAFT

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during will pay, as the Term same respectively become due, (i) all taxes, special assessments taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time lawfully be lawfully assessed or levied upon against or with respect to the FacilitiesProject or any machinery, against any equipment or other property of installed or brought by the Company brought in therein or upon the Facilities, any sales and excise taxes on products or transactions thereof, any taxes levied upon or with respect to income or profits from the Facilities andthereon (including, without limiting the generality of the foregoing, any taxes levied upon or with respect to any part of the receipts, income or profits of the Board from the Project and any other taxes levied upon or with respect to the Project which, if not paid, would become a lien on the FacilitiesProject prior to or on a parity with the lien of the Indenture or the Mortgage or a charge on the revenues and receipts therefrom prior to or on a parity with the charge thereon and pledge and assignment thereof to be created and made in the Indenture), (ii) all utility and other similar charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project, and (iii) all other assessments and charges of lawfully made by any nature governmental body for public improvements that may be secured by a lien on the FacilitiesProject; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such periodthe Lease Term. The Company may, in good faith, at its own expense and in its own namename and behalf or in the name and behalf of the Board, in good faith contest any such taxes, assessments and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges or payments in lieu of taxes so contested to remain unpaid during the period of such contest and any appeal therefrom. Otherwise therefrom unless by such action the Company title of the Board to any part of the Project shall promptly pay be materially endangered or cause the Project or any part thereof shall become subject to be paid loss or forfeiture, in which event such taxes, assessments or chargescharges shall be paid prior to their becoming delinquent. In the event that The Board will cooperate fully with the Company shall fail to pay in any of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to paysuch contest.

Taxes, Other Governmental Charges and Utility Charges. The Company shall pay during shall, throughout the Term all taxesof this Agreement, special assessments pay or cause to be paid as the same become due and payable, (a) any taxes and governmental charges of any kind whatsoever as the same become due, respectively, that may at any time be lawfully assessed or levied and properly due upon or with respect to the Facilities, against any property Project or the interest of the Company brought in or upon the Facilitiesunder this Agreement, (b) all taxes and governmental charges of any sales and excise taxes on products or transactions thereof, any taxes levied kind whatsoever upon or with respect to income the Project or profits from any improvements thereon or machinery, Equipment or other personal property installed or brought by the Facilities and, without limiting the generality Company or any subtenant of the foregoingCompany therein or thereon, any taxes which, if not paid, would become a lien on the Facilities, (c) all utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Facilities Project and (d) all other assessments and charges of lawfully and properly made by any nature governmental body for public improvements that may be secured by a lien or charge on the FacilitiesProject; provided, however, provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the Company shall be obligated to pay only such installments as are required to be paid during such period. The they become due and payable; provided further that the Company may, in good faith, at its expense in its own namename and/or in the name and on behalf of the Issuer, contest any such of the items in (a) through (d) in good faith through appropriate proceedings. The provisions set forth above shall, as to ad valorem taxes, assessments not be deemed to be an admission by the Issuer or the Company that any ad valorem taxes assessed against the Project are properly payable with respect to the Project, it being the understanding of the parties that, under the Act, the Issuer’s interest in the Project is exempt from ad valorem taxes and that, in accordance with the PILOT Agreement, the interest in the Project created hereby in the Company, under current Georgia law, is a mere usufruct and/or bailment for hire, which is not a taxable interest for purposes of ad valorem taxation. The Issuer hereby appoints the Company as its attorney-in-fact for the purposes of contesting the proposed imposition of any ad valorem taxes with respect to the Project (including, without limitation, any proceedings regarding the valuation of property for tax purposes) or to otherwise act for and on behalf of the Issuer in connection with any ad valorem tax proceedings, and the Issuer will cooperate with the Company in connection with any such proceedings. The Company shall, in consideration of this Agreement and other charges andbenefits, in the event of any such contest, may permit the taxes, assessments or other charges or make payments in lieu of taxes so contested to remain unpaid during (the period of such contest “PILOT Payments”) in accordance with the terms provided in Exhibit D hereto and any appeal therefrom. Otherwise in the Company shall promptly pay or cause to be paid such taxesEDA; provided, assessments or charges. In however, in the event that ad valorem taxes are levied on the Project, then the Company will receive a credit against its obligation to make PILOT Payments to the extent of such ad valorem taxes paid. Notwithstanding anything herein to the contrary, the Issuer cannot and does not warrant, guaranty or promise any particular ad valorem tax treatment resulting from this Agreement. Provided, however, that the Issuer will not take any action or sell, assign, transfer or convey the Project during the Term of this Agreement in a manner which might reasonably be construed as tending to cause or induce the levy or assessment of ad valorem taxes on the Project. The Company shall fail provide, upon request, evidence of payment of any taxes, PILOT Payments and other charges which are or may become a lien or encumbrance on the Project. The right to pay any receive and to enforce collection of the foregoing items required by this Section to be paid by the Company, the Trustee may (but shall be under no obligation to) pay the same, and any amounts so advanced therefor by the Trustee shall become an additional obligation PILOT Payments is one of the Company to the party making the advance, which amounts, together with interest thereon from the date thereof at the rate stated in Section 5.2, the Company agrees to payIssuer’s Reserved Rights.