1. MIDA Bond Hospice of Red River Valley

Corporation is now a party and do not and will not constitute a default under any of the foregoing, or result in the creation or imposition of any lien, charge or encumbrance of any nature upon any of the property or assets of the Corporation contrary to the terms of any instrument or agreement; ( c) the proceeds of the Bonds together with funds provided by the Corporation are estimated to be sufficient to acquire the Project, fund the Reserve Fund and pay the Costs of Issuance; (d) subject to the other provisions of this Loan Agreement, it is presently intended and reasonably expected that the Corporation will own and operate the Facilities throughout the term of this Loan Agreement in the normal conduct of the Corporation's business; (e) there is public access to the Facilities; and, as of the date hereof, the use of the Facilities as designed and proposed to be operated complies, in all material respects, with all presently applicable building, zoning, development, pollution control, water conservation and other laws, regulations, rules and ordinances ofthe federal government and the State and the respective agencies thereof and the political subdivisions in which the Facilities are located. The Corporation has obtained all necessary and material approvals of and licenses, permits, consents and franchises from federal, state, county, municipal or other governmental authorities having jurisdiction over the Facilities to operate the Facilities and to enter into, execute and perform its obligations under this Loan Agreement, the Mortgage, the Assignment of Leases and Rents and the Continuing Disclosure Agreement; (j) the Corporation does not rely on any warranty of the Issuer either express or implied, that the Facilities will be suitable to the Corporation's needs, and recognizes that under the Act the Issuer is not authorized to operate the Facilities or to expend any funds thereon other than the revenues received by it therefrom or the proceeds of the Bonds, or other funds granted to it for purposes contemplated in the Act; (g) the Corporation currently intends to operate the Facilities as offices until the date on which all of the Bonds have been fully paid and are no longer Outstanding; (h) there is no litigation pending nor threatened questioning the right of the Corporation to operate or maintain the Facilities, or questioning the validity of this Loan Agreement, the Bonds, or the pledging of security for the payment of the Bonds; (i) no member of the County Commission nor any member of his immediate family has a personal financial interest in the issuance of the Bonds or in the Facilities or Corporation or will personally benefit financially therefrom; (j) the Corporation is organized and operated exclusively for benevolent, religious and charitable purposes within the meaning of Section 501 (c )(3) of the Code and 2-2