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<br />The Authority shall hold harmless and indemnify the Trustee from and against all costs,
<br />claims, expenses and liabilities incurred by or asserted against the Trustee in the performance of
<br />its duties under this Indenture or any related document, including any such reasonable costs,
<br />claims, expenses and liabilities incurred in the course of defending itself against any claims or
<br />actions or enforcing any remedies under this Indenture or any related document. Any such
<br />indemnity shall not extend to any costs, claims, expenses or liabilities adjudicated to have been
<br />caused by the negligence or misconduct of the Trustee. The indemnification of the Trustee under
<br />this Indenture shall extend to its directors, officers, employees and agents. The obligations of the
<br />Authority under this Section shall survive the payment of the Bonds and the discharge of this
<br />Indenture.
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<br />Section 7.03. Protection to Trustee. The Authority shall indemnify, protect and hold the
<br />Trustee harmless and the Trustee shall incur no liability for acting upon any notice, resolution,
<br />consent, order, certificate, report, certificate, facsimile transmission, electronic mail or other paper
<br />or document reasonably believed by it to be genuine and to have been signed or presented by
<br />the proper party or parties. The Trustee, in its discretion, may consult with counsel, who may be
<br />counsel to the Authority, with regard to legal questions, and the advice or opinion of such counsel,
<br />in the absence of negligence or misconduct on the part of the Trustee, shall be full and complete
<br />authorization and protection in respect of any action taken or suffered by it under the Indenture in
<br />good faith in accordance therewith.
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<br />Whenever in the administration of its duties under the Indenture, the Trustee shall deem
<br />it necessary or desirable that a matter be proved or established prior to taking or suffering any
<br />action under the Indenture, such matter (unless other evidence in respect thereof be specifically
<br />prescribed in the Indenture) may, in the absence of negligence or misconduct on the part of the
<br />Trustee, be deemed to be conclusively proved and established by the certificate of an Authorized
<br />Officer of the Authority and such certificate shall be full warranty to the Trustee for any action
<br />taken or suffered under the provisions of the Indenture upon the faith thereof, but in its discretion
<br />the Trustee may, in lieu thereof (but shall not be obligated to), accept other evidence of such
<br />matter.
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<br />The Trustee may in good faith buy, sell, own, hold and deal in any of the Bonds issued
<br />pursuant to the Indenture, and may join in any action which any Owner may be entitled to take
<br />with like effect as if the Trustee were not a party to the Indenture. The Trustee and its affiliates,
<br />either as sponsor, advisor, principal or agent, may also engage in or be interested in any financial
<br />or other transaction with the Authority, and may act as depository, trustee, or agent for any
<br />committee or body of Owners of Bonds or other obligations of the Authority as freely as if it were
<br />not Trustee under the Indenture.
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<br />The recitals, statements and representations contained in this Indenture or in the Bonds,
<br />save only the Trustee’s authentication of the Bonds, shall be taken and construed as made by
<br />and on the part of the Authority, and not by the Trustee, and the Trustee does not assume, and
<br />shall not have, any responsibility or obligation for the correctness of any thereof. The Trustee shall
<br />not be deemed to make any representations with respect to the security afforded by this Indenture.
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<br />The Trustee may execute any of the trusts or powers hereof and perform the duties
<br />required of it under the Indenture by or through attorneys, agents, or receivers, and shall be
<br />entitled to advice of counsel concerning all matters of trust and its duty under the Indenture;
<br />provided that unless the Authority is in default hereunder, the Trustee shall first obtain the prior
<br />written consent of the Authority. The Trustee shall be fully reimbursed by the Authority for
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