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(c) No prepayment upon t.he Note shall be made by the Borrower unless written notice of intention to make such pre- payment and the purpose of such prepayment shall have been given by the Borrower to the Trustee at least JO days prio~ to the date of such prepayment, and thereafter failure by the Borrower to pay to the Trustee the funds required for such prepayment on the date specified in such notice shall constitute an Event of Default under Section 9 .1 of this l\.greement. The 'rrustee, upon receiving such notice, shall be obligated to take all necessary action to have the payment made by the Borrower for the purpose of redeeming Bonds applied to the red .mption of as many Bonds as such payment will permit under the Bond redemption provisions of the Oonds and the Indenture. 'I'he amount necessary to redeem Bonds shall be deemed to include, in addition to the Redemption Price of the Bonds, all expenses necessary to e-ffect the redemption, and, if all Bonds are redeemed, all other obligations under the Indenture that shall become due and payable on or prior to the redemption date, including the Administration Expenses. (d) Note payments have been calculated on the basis of providing funds sufficient to pay the principal of and interest on the Bonds as the same mat.ure and come due and to redeem the Oonds according to provisions for redemption set forth in the Indenture and in this Agreement and to provide funds for the payment of Administration Expenses and other amounts which may become payable to the lssuer or the T rustee or with respect to the Bonds pursuant to the Indenture and this Agreement. The Oorrower recognizes, understands and acknowledges that it is the intention of the parties that the proceeds from the ~ot.e repayments be available exclusively for such purposes. This Agreement shall be construed to effectuate this intent. If for any reason the above payments are not sufficient for .:ill such purposes, the a,~ount of such <leficiency shall, immediately upon notification by the Trustee that such a deficiency exists, be paid by the Borrower to the 'rrustee ,:md/or the Issuer as an addi- tional Payment hereunder. Section 4.3 Payment to Trustee. The lssuer hereby directs the Borrower, ani.l it is understood and agreed b y the Borrower, that all payments by the Borrower under this Agreeme nt are to be pai<l to the Trustee at the Co rpor at e Trust Office. The 13orrower further agr~es that its obliqations to make mandat o ry payments shall be absolute and unconditional .:ind shall not be sub- ject to any defense (other than payment) or any right of setoff, counterclaim or recoupment arising in any manner or for any reason including, but not limited to any breach by the Issuer of any obligations to the l3orrower, whether hereunder-or otherwise, or- out of any indebtedness or liability at any ti.me owing to the Borrower by the Issuer, or other•,1ise. All payments 1nade hereuncler by the l3orrowcr to the Trustee shall be deemed to be payments to the Issuer. -21-