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i ARTZCLE ZX INDEi~iITY ARID TRUSTEE'S RIGHTS Section 9.1 Lessee covenants and agrees to indemnify, protest, defend and save Authority, aII members of its Board of Trustees and the Trustee harmless from and against any and all claims, demands, liabilities, and cosr_s, including attorney's fees, arising from damage or injury, actual or claimed, of what- soever kind or character, to property (including loss of use thereof} or persons, occurring or allegedly occurring in, on or about the Project during the life of this Lease Agreement or arising out of any action or inaction of Lessee or Region III, whether or not related to the Project. If requested by Autho- rity, Lessee shall defend Authority or any of its Trustees in any action or proceeding brought against it or them. Lessee agrees to require of Region III in the Sublease indemnification for Lessee, the Authority and the Trustee to the same effect as that grovided for in this Section 9.1. Section 9.2 Authority agrees that, without Lessee's consent thereto, it will not, unless required by law, sell, encumber or otherwise transfer its interests in the Project at any time during the life of this Lease P.greement, except for assi~ss:ent of this Lease Agreement and the Authority's raghts hereunder to the Trustee under the Resolution. Section 9.3 If Lessee shall fail to keep or perform or to cause to be kept or performed any of its obligations as provided in this Lease Agreement, the Authority or the Trustee may (but shall not be obligated so to do), and without waiving or releasing Lessee or Region III from any obligation hereunder or under the Sublease, perform such obligations, and any sums paid by Authority or the Trustee and necessary incidental costs and expenses in performing such obligations shall be deemed to be owing to the Authority or the Trustee, as the case may be, from Lessee-and shall be paid upon demand with interest at nine percent ~(.9~} per annum. If Lessee shall fail to pay or cause to be paid said sum within ten (1©) days after demand, Lessee shall be deemed to bQ in default hereunder and Authority and the Trustee shall _2p_