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200810446 are paramount and controlling as to the rights and obligations herein set forth and supersede any other requirements in contlict herein. Section 12. Fees, Release and Indemnification. The Owner agrees to pay the Authority as an application fee a nonrefundable fee, the greater of 1 % of the annual tax credit requested or $500. The Owner agrees to pay the Authority as a reservation/commitment fee the greater of 2% of the annual tax credit amount received or $500. In addition, the Owner agrees to pay the Authority an allocation fee of 2% of the annual credit allocated and an annual fee equal to the greater of 2% of the annual tax credit allocated or $500. Any extraordinary legal fees incurred by the Authority with respect to the Project will be paid by the Owner. The Owner hereby agrees to pay, indemnify and hold the Authority harmless from any and all costs, expenses and fees, including all reasonable attorneys' fees which may be incurred by the Authority in enforcing or attempting to enforce this Agreement, including, but not limited to (i) in the event that the various reports are not submitted as required hereunder and the Authority conducts an on-site inspection of the Owner's book and records and (ii) following any default on the part of the Owner hereunder or its successors, whether the same shall be enforced by suit or otherwise, together with all costs, fees and expenses which may be incurred in connection with any amendment to this Agreement or otherwise by the Authority at the request of the Owner (including, but not limited to, the reasonable fees and expenses of the Authority's counsel in connection with any opinion to be rendered hereunder). The Owner agrees to release the Authority from any claim, loss, demand or judgment as a result of the allocation of tax credit dollars to the Project or the recapture of same by the IRS and to indemnify the Authority for any claim, loss, demand or judgment against the Authority as the result of an allocation of tax credit dollars to the Project or the recapture of same by the IRS. Section 13. Severability. The invalidity of any clause, part or provision of this Agreement shall not affect the validity of the remaining portions thereof. Section 14. Notices. All notices to be given pursuant to this Agreement shall be in writing and shall be deemed given when mailed by certified or registered mail, return receipt requested, to the parties hereto at the addresses set forth below or to such other place as a party may from time to time designate in writing: Owner: to the name and address set forth on the Summary Page hereof Authority: Nebraska Investment Finance Authority Suite 200 12300 Street Lincoln, NE 68508 Attention: Executive Director Section 15. Governing Law. This Agreement shall be governed by the laws of the State of Nebraska. Section 16. Termination. Notwithstanding any other provisions hereof, this Agreement and the restrictions and other provisions hereunder shall terminate on the termination of the Qualified Project Period without any further action being taken by any party hereto. 12