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' 1 85- 00613 z The holder or any former holder of the Bonds has assumed that all interest income earned on the Bonds will be received by it free of any federal taxes. If any change in any law or regulation or in the interpretation or application thereof made after the date hereof shall result in an adverse effect on the federal tax liability of the holder or any former holder relating to the Bonds or the receipt of interest thereon, then, on demand by the holder or any former holder, the Company shall immediately pay to the holder or any former holder, from time to time as specified by the holder or any former holder, additional amounts which (after deduction of all taxes, fees and other charges required to be paid by the holder or any former holder in respect of the receipt of such amount under the laws or regulations of the United States or any political subdivision or taxing authority thereof or therein) will compensate the holder or any former holder for such adverse effect together with interest on such amount from the date of demand until payment in full thereof at 1008 of the Prime Lending Rate. A certificate setting forth in reasonable detail such adverse effect and the calculation of the amount of compensation demanded submitted by the holder or any former holder to the Company shall be conclusive, absent manifest error, as to the amount thereof. If an event giving rise to indemnification under this paragraph also constitutes an Event of Taxability and gives rise to indemnification pursuant to this Section 10.1, amounts paid by the Company under one paragraph of this Section 10.1 shall be credited against its obligations under the others. In addition to other amounts payable under this Section 10.1, the Company hereby agrees to pay and to indemnify and save the holder or any former holder of the Bonds harmless from and against any damage, loss, cost or expense (including attorneys' fees) which the holder or any former holder may incur or be subject to as a consequence, direct or indirect, of (1) any breach by the Company or the Issuer of any warranty, covenant, term or condition i.n, or the occurrence of any default under, any Operative Document or the Bond, together with all reasonable expenses resulting from the compromise or defense of any claims or liabilities arising as a result of any such breach or default, and (2) defense against any legal action commenced to challenge the validity of any of the above referred to instruments. Section 10.2. Obligatory Redemption of Bonds and Pre- payment of Lease. Company shall be obligated to prepay the Lease and thereby purchase the Project in whole and not in part, prior to the expiration of the Lease Term and prior to the full payment of the Bonds (or prior to the making provision for payment thereof in accordance with the Indenture) and to cause all of the Bonds to be redeemed if, as a result of any changes in the Constitution of the State or the Constitution of