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Quiet Enjoyment
<br /> During the term of each Lease Agreement, the Authority shall provide each Member with quiet
<br /> use and enjoyment of its Leased Premises, and each Member shall, during such term, peaceably and
<br /> quietly have and hold and enjoy its Leased Premises without suit, trouble or hindrance from the
<br /> Authority, except as expressly set forth in its Lease Agreement. The Authority will, at the request of a
<br /> Member and at such Member's cost,join in any legal action in which such Member asserts its right to
<br /> such possession and enjoyment to the extent the Authority may lawfully do so. Notwithstanding the
<br /> foregoing, the Authority shall have the right to inspect all Leased Premises.
<br /> Additional Payments
<br /> In addition to its Lease Payments, each Member shall pay when due the following Additional
<br /> Payments:
<br /> (a) any fees and expenses incurred by the Authority in connection with or by reason of its
<br /> leasehold estate in its Leased Premises as and when the same become due and payable;
<br /> (b) any reasonable compensation to the Trustee pursuant to the Indenture for all services
<br /> rendered under the Indenture and for all reasonable expenses, charges, costs, liabilities, legal fees and
<br /> other disbursements incurred in and about the performance of its powers and duties under the
<br /> Indenture;
<br /> (c) any reasonable fees and expenses of such accountants, consultants, attorneys and other
<br /> experts as may be engaged by the Authority or the Trustee to prepare audits, financial statements,
<br /> reports, opinions or provide such other services required under its Lease Agreement or the Indenture;
<br /> and
<br /> (d)any reasonable out-of-pocket expenses of the Authority in connection with the execution and
<br /> delivery of its Lease Agreement or the Indenture, or in connection with the issuance of the Bonds,
<br /> including any and all expenses incurred in connection with the authorization, issuance, sale and
<br /> delivery of the Bonds,or incurred by the Authority in connection with any litigation which may at any
<br /> time be instituted involving its Lease Agreement, its Site and Facility Lease, the Bonds, the Indenture
<br /> or any of the other documents contemplated thereby, or otherwise incurred in connection with the
<br /> administration thereof.
<br /> Maintenance,Utilities,Taxes and Assessments
<br /> Throughout the term of its Lease Agreement, as part of the consideration for the rental of its
<br /> Leased Premises, all improvement, repair and maintenance of its Leased Premises shall be the
<br /> responsibility of the appropriate Member and such Member shall pay for or otherwise arrange for the
<br /> payment of all utility services supplied to its Leased Premises which may include, without limitation,
<br /> janitor service, security, power, gas, telephone, light, heating, water and all other utility services, and
<br /> shall pay for or otherwise arrange for the payment of the cost of the repair and replacement of its Leased
<br /> Premises resulting from ordinary wear and tear or want of care on the part of such Member or any
<br /> assignee or lessee thereof. In exchange for its Lease Payments provided in its Lease Agreement, the
<br /> Authority agrees to provide only its Leased Premises.
<br /> Each Member shall also pay or cause to be paid all taxes and assessments of any type or nature,
<br /> if any,charged to the Authority or such Member affecting its Leased Premises or the respective interests
<br /> or estates therein;provided that with respect to special assessments or other governmental charges that
<br /> may lawfully be paid in installments over a period of years, such Member shall be obligated to pay
<br /> only such installments as are required to be paid during the term of its Lease Agreement as and when
<br /> the same become due.
<br /> Each Member may, at such Member's expense and in its name, in good faith contest any such
<br /> taxes,assessments,utility and other charges and,in the event of any such contest,may permit the taxes,
<br /> Appendix A
<br /> Page 19
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