1. MIDA Bond Sisters of Presentation

(e) any statement or information relating to the expenditure of the proceeds of the Bonds contained in the "Certificate of Company" or similar document furnished by the Corporation to the Issuer or Lender which, at the time made. is misleading, untrue, or incorrect in any material respect. Promptly after receipt by the Issuer or Lender. as the case may be, or any such other indemni tied person of notice of the commencement of any action in respect of which indemnity may be sought against the Corporation under this Section. such person will notify the Corporation in writing of the commencement thereof, and. subject to the provisions hereinafter stated, the Corporation shall assume the defense of such action (including the employment of counsel who shall be counsel satisfactory to the Issuer, Lender or such other person as the case may be, and the payment of expenses). Insofar as such action shall relate to any alleged liability in respect of which indemnity may be sought against the Corporation, the Issuer or any such other indemnified person shall have the right to employ separate counsel in any such action and to patiicipate in the defense thereof. but the fees atld expenses of such counsel shall not be at the expense of the Corporation unless the employment of such counsel has been specifically authorized by the Corporation. The Corporation shall not be liable to indemnify any person for any settlement of any such action efTected without its consent. The provisions of this Section 7.03 shall survive the payment and discharge of the Bonds. SECTION 7.04. CONTINUING EXISTENCE AND QUALIFICATION. During the term of this Loan Agreement, the Corporation will maintain its existence as a nonprofit corporation, exempt under Section 501 (c)(3) of the Code and will not dissolve or otherwise dispose of all or the major portion of its assets and will not consolidate with or merge into another corporation or permit one or more other corporations to consolidate \'vith or merge into it without the prior written consent of the Lender. If consolidation, merger or sale or other transfer is made as provided in this Section 7.04, the provisions of this Section 7.04 shall continue in full force and effect and no fmiher consolidation. merger or sale or other transfer shall be made except in compliance with the provisions of this Section 7.04. SECTION 7.05. FINANCIAL STATEMENTS. The Corporation shall have an annual review of its financial statements made by an independent celiified public accountant and shall furnish the Lender a copy of such financial statements promptly upon its completion but not later than one hundred twenty (120) days after the end of each Fiscal Year during the term of this Loan Agreement. SECTION 7.06. CORPORATION BOUND BY RESOLUTION. The Resolution has been submitted to the Corporation for examination, and the Corporation. by execution of this Loan Agreement, acknowledges that it has approved the Resolution and agrees that it is bound by the terms and conditions thereof and covenants and agrees to perform all acts. pay all moneys and give all notices required to be performed. paid and given by it pursuant to the terms of the Resolution. ;-2 '*~-""_._--'--