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201702130 <br />the satisfaction in full of the Refunding Bonds under the terms of the Indenture and specifically Article <br />VIII thereof. <br />Section V. Continuing Disclosure Undertaking. Section V of the Third Addendum is hereby <br />deleted in its entirety. <br />Section VI. Amendments to Existing Lease Purchase Agreement as Amended by Fourth <br />Addendum. The Existing Lease Purchase Agreement as amended by this Fourth Addendum may be <br />amended only in accordance with the terms of the Indenture. <br />Section VII. Assignment of Payments; Obligations of City Unconditional. Under the <br />Indenture the Payments have been assigned on an absolute and unconditional basis in order to effect the <br />payment of principal and interest on the Refunding Bonds. The City hereby agrees that no amendment <br />reducing the amount of the Payments or extending the time of payment thereof shall be made without the <br />consent of the registered owners of each of the Refunding Bonds affected thereby. The Payments may be <br />reduced in the event of any refunding of the Refunding Bonds or any other Refunding Bonds provided <br />that no such reduction shall take effect so long as any of the Refunding Bonds being refunded remain <br />outstanding under the Indenture. The City hereby agrees that the Trustee shall have the right to enforce <br />any and all of its obligations with respect to the Payments under the Existing Lease Purchase Agreement <br />as amended by this Fourth Addendum. The City hereby agrees and acknowledges that its obligations to <br />make the Payments shall be absolute and unconditional. The City shall bear all risk of damage to or <br />destruction of the Project or any part thereof, including without limitation any loss, complete or partial, or <br />interruption in the use, occupancy or operation of the Project, or anything which for any reason interferes <br />with, prevents or renders burdensome the use of the Project or the compliance by the City with the terms <br />of the Existing Lease Purchase Agreement as amended by this Fourth Addendum. In furtherance of the <br />foregoing, but without limiting any of the other provisions of the Existing Lease Purchase Agreement as <br />amended by this Fourth Addendum, the obligations to make the Payments shall be absolute and <br />unconditional and the City shall not be entitled to any abatement, diminution, setoff, abrogation, waiver <br />or modification of the Payments nor to any termination of the Existing Lease Purchase Agreement as <br />amended by this Fourth Addendum by any reason whatsoever and regardless of any rights of setoff, <br />recoupment or counterclaim that the City might otherwise have against the Trustee, the Corporation or <br />any owner of any of the Refunding Bonds or any other party or parties and regardless of any contingency, <br />act of God, event or cause whatsoever and notwithstanding any circumstance or occurrence that may arise <br />or take place, including, without limiting the generality of the foregoing, the following: <br />1) any damage to or destruction of any part or all of the Project or any other <br />properties owned or operated by the City or the Corporation; <br />2) the taking of any part or all of the Project or any other properties owned or <br />operated by the City by any public authority or agency in the exercise of the power of eminent <br />domain or otherwise; <br />3) any assignment, novation, merger, consolidation, transfer of assets, leasing or <br />other similar transaction of or affecting the City or the Corporation or the Trustee; <br />4) any failure of the Corporation to perform or observe any agreement or covenant, <br />whether express or implied, or any duty, liability or obligation, arising out of or in connection <br />with the Existing Lease Purchase Agreement as amended by this Fourth Addendum, the <br />Management Contract or the Indenture or the failure by the Trustee to perform or observe any <br />agreement or covenant, whether express or implied, or any duty, liability or obligation, arising out <br />4 <br />