Common use of Obligations of Lessee Unconditional Clause in Contracts

Obligations of Lessee Unconditional. The obligations of the Lessee to make the Lease Rental Payments due shall be absolute and unconditional, and shall not be subject to any diminution by right of set-off, counterclaim, recoupment or otherwise. During the term of this Lease, the Lessee shall not suspend or discontinue any Lease Rental Payments due hereunder. FINANCING AGREEMENT AMOUNT (including reserve fund deposit): $1,865,000 The Participant hereby certifies with respect to a Financing Agreement (the "Financing Agreement") with the Kentucky Association of Counties Finance Corporation (the "Corporation"), funded with a portion of the proceeds of the Bonds, as defined in the Financing Agreement, issued by the Corporation on behalf of the Participant, which is entered into for the purpose of (i) redeeming certain outstanding obligations (the "Prior Obligations"), which financed certain improvements (the "Project") and made as of the date hereof (the "Closing Date") and (ii) funding a debt service reserve, which is the date of delivery of, and payment for, the Bonds and the Financing Agreement, that the following facts, estimates and circumstances regarding the amount and use of all of the Proceeds, as defined in Treas. Reg. § 1.148-l(b), issued under the Internal Revenue Code of 1986, as amended (the "Code"), of the Financing Agreement are, as of the Closing Date and according to the Participant's best knowledge, information and belief, reasonably expected to exist or to occur (with capitalized terms not defined herein having the meanings given them in the Financing Agreement or the Tax Compliance Agreement attached hereto):

Obligations of Lessee Unconditional. The obligations of the Lessee to make the Lease Rental Payments due shall be absolute and unconditional, and shall not be subject to any diminution by right of set-off, counterclaim, recoupment or otherwise. During the term of this Lease, the Lessee shall not suspend or discontinue any Lease Rental Payments due hereunder. PARTICIPANT: Northern Kentucky Port Authority FINANCING AGREEMENT AMOUNT (including reserve fund deposit): AMOUNT: $1,865,000 [PAR AMOUNT] The Participant hereby certifies with respect to a Financing Agreement (the "“Financing Agreement"”) with the Kentucky Association of Counties Finance Corporation (the "“Corporation"”), funded with a portion of the proceeds of the Bonds, as defined in the Financing Agreement, issued by the Corporation on behalf of the Participant, which is entered into for the purpose of (i) redeeming certain outstanding obligations (the "Prior Obligations"), which financed acquiring and financing certain improvements (the "“Project"”) and made as of the date hereof (the "“Closing Date") and (ii) funding a debt service reserve”), which is the date of delivery of, and payment for, the Bonds and the Financing Agreement, that the following facts, estimates and circumstances regarding the amount and use of all of the Proceeds, as defined in Treas. Reg. § 1.148-l(b1(b), issued under the Internal Revenue Code of 1986, as amended (the "“Code"”), of the Financing Agreement are, as of the Closing Date and according to the Participant's ’s best knowledge, information and belief, reasonably expected to exist or to occur (with capitalized terms not defined herein having the meanings given them in the Financing Agreement or the Tax Compliance Agreement attached hereto):