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(a) The representations and covenants set forth in Section 7.10 of the Original
<br /> Loan Agreement were true and correct on September 29, 2010, and remain true and correct
<br /> on the date hereof
<br /> (b) The representations, certifications and covenants set forth in the Tax
<br /> Compliance Certificate dated September 29, 2010, executed by the Corporation in
<br /> connection with the issuance of the Bonds,were true and correct on September 29,2010,and
<br /> remain true and correct on the date hereof. Bond proceeds in the amount of$6,197,046.33
<br /> have been advanced by the Lender and fully expended to construct and equip the Project.
<br /> SECTION 8. No DEFENSES. The Corporation acknowledges and affirms to the Lender that,
<br /> as of the date hereof,there are no defenses, set-offs or counterclaims,whether legal or equitable, to
<br /> the Corporations's obligations under the Loan Agreement, the Bonds, the Mortgage or the
<br /> Assignment and the Corporation hereby waives the right to raise or assert any such defenses,set-offs
<br /> or counterclaims that the Corporation may have had with respect to any suit, proceeding or
<br /> foreclosure action under the Loan Agreement, Bonds, the Mortgage or the Assignment that the
<br /> Lender may or could have brought against the Corporation prior to the date hereof.
<br /> SECTION 9. NO IMPAIRMENT. Nothing in this Agreement shall in any way impair the
<br /> Bonds,the Loan Agreement,the Mortgage or the Assignment or any other security now held for such
<br /> indebtedness, or alter, waive, compromise, annul, impair or prejudice any provision, condition or
<br /> covenant in the Bonds,the Loan Agreement,the Mortgage or the Assignment,except as specifically
<br /> provided herein,nor affect or impair any rights,powers or remedies of the Lender under the Bonds,
<br /> the Loan Agreement, the Mortgage or the Assignment,nor create a novation or new agreement by
<br /> and between the parties thereto, it being the intent of the parties that the terms and provisions of the
<br /> Bonds, the Loan Agreement, the Mortgage and Assignment are expressly approved, ratified and
<br /> confirmed, and shall continue in full force and effect except as expressly modified hereby, and that
<br /> the lien of the Mortgage and the Assignment and the priority thereof shall be unchanged.
<br /> SECTION 10. BINDING EFFECT. The Corporation hereby agrees that all of its obligations
<br /> under the Original Loan Agreement and the Bonds remain in full force and effect except to the extent
<br /> expressly modified by this Agreement. This Agreement amends and supplements the Original Loan
<br /> Agreement and shall be a part and subject to all of the terms thereof This Agreement shall inure to
<br /> the benefit of and shall be binding upon the Issuer and the Corporation and their respective
<br /> successors and assigns.
<br /> SECTION 11. EXECUTION COUNTERPARTS. This Agreement may be simultaneously
<br /> executed in several counterparts,each of which shall be an original and all of which shall constitute
<br /> but one and the same instrument.
<br /> SECTION 12. LIMITATION OF ISSUER'S LIABILITY. No provision,covenant or agreement
<br /> contained in this Agreement or the Bonds, or any obligation herein or therein imposed upon the
<br /> Issuer, or the breach thereof, shall constitute or give rise to or impose upon the Issuer a pecuniary
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