Common use of Scope of Authorization of Sales Tax Exemption Clause in Contracts

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee and the Sublessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee or the Sublessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee and the Sublessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant Tenant located at the Project FacilityFacility Realty, other than the CompanyLessee and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee and the Sublessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee or the Sublessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee and the Sublessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project FacilityFacility Realty, other than the CompanyLessee and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant Tenant located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein.the (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) the failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 hereof or (E) the date upon which the Company received receives the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent (as hereinafter defined) shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent pursuant to subsection (d) below is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 6.2 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant Tenant located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) 4.5 below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination DateDate (as the same may be extended as provided herein), the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Company Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company or the Sublessee at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyCompany or the Sublessee), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectCompany Facility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Company Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee, the Studio Manager and Permitted Users at the Facility Realty in furtherance of the Approved Project Facility or in connection with the ProjectOperations. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant Tenant or subtenant Permitted User located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such termination.writing (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Deadline, (C) failure of the Company to file Form ST-340Project Completion Date, as described in Section 4.5(g) below, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee and the Sublessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee or the Sublessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee and the Sublessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant tenant, subtenant or subtenant Permitted User located at the Project FacilityFacility Realty, other than the CompanyLessee and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure the completion of the Company to file Form ST-340, Project Work as described provided in Section 4.5(g) below3.3, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee and the Sublessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee or the Sublessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee and the Sublessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project FacilityFacility Realty, other than the CompanyLessee and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 6.2 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, TFP1 Inc., TFP2 Inc., and 3 C Fire Projection LLC, each doing business as “Total Fire Protection,” without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project AgreementOctober 28, 2017, (B) the Termination Date (as same may be extended)expiration or termination of this Agreement, (C) failure receipt by the Lessee of notice from the Agency of termination of the Company to file Form ST-340Sales Tax Exemption, as described in Section 4.5(g) below, and (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or 7.2 (E) the date upon which the Company received the Maximum Sales Tax Exemption“Termination Date”). (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Exemption Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project AgreementDecember 23, 2016, (B) the Termination Date (as same may be extended)expiration or termination of this Agreement, (C) failure receipt by the Lessee of notice from the Agency of termination of the Company to file Form ST-340Sales Tax Exemption, as described in Section 4.5(g) below, and (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or 7.2 (E) the date upon which the Company received the Maximum Sales Tax Exemption“Termination Date”). (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Exemption Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement Lease Agreementand any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project AgreementJuly 31, 2026, (B) the Abatement Termination Date (as same may be extended)Date, (C) the Completion Date, (D) failure of the Company to file Form ST-340ST- 340, as described in Section 4.5(g5.2(g) below, (DE) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (EF) the date upon which the Company received in the aggregate with respect to the Project, the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) beyond the applicable notice and cure period until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents represent and warrants warrant to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) the failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 hereof or (E) the date upon which the Company received receives the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent (As hereinafter defined) shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees termination and that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.Agent Authorization Letter issued to any such Agent pursuant to subsection

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Company Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Completion Date (as same may be extended), or (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or 10.2, (E) the date upon which the Company received the Maximum Sales Tax Exemption“Termination Date”). (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default default, beyond any applicable cure period, under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company and the Sublessee at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyCompany or the Sublessee), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company or the Sublessee at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents each Agent of the Company, if any, Company in connection with the Project Company Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company and Wego Chemical Group LP (Sub-Sublessee), at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and Sub-Sublessee, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency.Agency.‌ (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project.Project.‌ (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s 's authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency, in its sole discretion. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Phase 2B Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) the failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 hereof or (E) the date upon which the Company received receives the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Phase 2B Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectPhase 2B Facility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Phase 2B Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent (as hereinafter defined) shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent pursuant to subsection (d) below is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Phase 2B Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)completion date established for such future Project Work, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and the Sublessee, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the limited and exclusive purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) the failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 hereof or (E) the date upon which the Company received receives the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default an Event of Default under this Project Lease Agreement (or related document) until such default has occurred and is cured to the satisfaction of the Agencycontinuing. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent (as hereinafter defined) shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent pursuant to subsection (d) below is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount. (x) Notwithstanding this agency appointment or anything else herein, the parties acknowledge that the benefits and burdens of ownership of the Facility will at all times be vested in the Company.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency, in its sole discretion. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement., (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) Xxxxx 00, 0000, (X) the expiration or termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure receipt by the Lessee of notice from the Agency of termination of the Company to file Form ST-340Sales Tax Exemption, as described in Section 4.5(g) below, and (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or 7.2 (E) the date upon which the Company received the Maximum Sales Tax Exemption“Termination Date”). (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Lessee at the Project Facility or in connection with the Project Realty (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectRealty. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project FacilityFacility Realty, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Exemption Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company Company, or its Agent, at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Company Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s 's authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project this. Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g5.2(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 10.2 or (E) the date upon which the Company received the Maximum Company Sales Tax ExemptionSavings Amount. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company or the Sublessees at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyCompany or the Sublessee), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company or the Sublessees at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and the Sublessees, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents of the Company, if any, in connection with the Project Company Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company and Sub-Sublessee at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and Sub-Sublessee, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and Sub-Sublessee, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the CompanyLessee, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company Lessee and its Agents pursuant to this Project Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Commencement Date and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended)Substantial Completion, (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) belowSubstantial Completion Outside Date, (D) a Reverter Event, or (E) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption9.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company Lessee that the Company Lessee is in default under this Project Agreement (or related document) until such default is cured to in accordance with the satisfaction terms of the Agencythis Agreement. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at Lessee for the Project Facility or in connection with Core and Shell of the Project Building (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the CompanyLessee), it being the intention of the Agency and the Company Lessee that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company Lessee at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item, nor used after the completion of the Core and Shell of the Building. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant Tenant located at the Project Facility, other than the CompanyLessee, without the prior written consent of the Agency. (vivii) By execution by the Company Lessee of this Project Agreement, the Company Lessee agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company Lessee or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company Lessee and each Agent shall cease being agents of the Agency, and the Company Lessee shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated and that the original executed Sales Tax Agent Authorization Letter must be returned to the Lessee so that the Lessee can return the same to the Agency. (viiiix) The Company Lessee agrees that the aggregate amount of Sales Tax Exemption Savings realized by the Company Lessee and by all Agents of the Company, if any, each Agent in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Lease Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items Eligible Items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Lease Agreement and any Sales Tax Agent Authorization Letters issued hereunder shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof Closing Date and expiring upon the earliest of (A) the termination of this Project Lease Agreement, (B) the Termination Date (as same may be extended)Completion Date, (C) failure the completion of the Company to file Form ST-340, Facility as described provided in Section 4.5(g) below4.3 hereof, or (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption10.2. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Lease Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Lease Agreement. (iv) The Sales Tax Exemption shall only be utilized for items Eligible Items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item Eligible Item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption sales and use tax exemption shall not be made available with respect to any item Eligible Item unless such item is used solely by the Company at the Project Facility or in connection with the ProjectFacility. (v) The Sales Tax Exemption shall not be used for any Ineligible Item. (vi) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the Company, without the prior written consent of the Agency. (vivii) By execution by the Company of this Project Lease Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (viiviii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such terminationtermination and that the Sales Tax Agent Authorization Letter issued to any such Agent is likewise terminated. (viiiix) The Company agrees that the aggregate amount of Company Sales Tax Exemption Savings realized by the Company and by all Agents each Agent of the Company, if any, Company in connection with the Project Facility shall not exceed in the aggregate the Maximum Company Sales Tax ExemptionSavings Amount.

Scope of Authorization of Sales Tax Exemption. The Agency hereby authorizes the Company, subject to the terms and conditions of this Project Agreement, to act as its agent in connection with the Project Facility for the purpose of effecting purchases and leases of certain items so that such purchases and leases are exempt from the imposition of Sales and Use Taxes. The Agency’s authorization with respect to such Sales Tax Exemption provided to the Company and its Agents pursuant to this Project Agreement shall be subject to the following limitations: (i) The Sales Tax Exemption shall be effective only for a term commencing on the date hereof and expiring upon the earliest of (A) the termination of this Project Agreement, (B) the Termination Date (as same may be extended), (C) failure of the Company to file Form ST-340, as described in Section 4.5(g) below, (D) the termination of the Sales Tax Exemption authorization pursuant to Section 4.6 or (E) the date upon which the Company received the Maximum Sales Tax Exemption. (ii) The Sales Tax Exemption authorization set forth herein shall automatically be suspended upon written notice to the Company that the Company is in default under this Project Agreement (or related document) until such default is cured to the satisfaction of the Agency. (iii) The Sales Tax Exemption authorization shall be subject to all of the terms, conditions and provisions of this Project Agreement. (iv) The Sales Tax Exemption shall only be utilized for items which shall be purchased, incorporated, completed or installed for use only by the Company at the Project Facility or in connection with the Project (and not with any intention to sell, transfer or otherwise dispose of any such item to a Person as shall not constitute the Company), it being the intention of the Agency and the Company that the Sales Tax Exemption shall not be made available with respect to any item unless such item is used solely by the Company at the Project Facility or in connection with the Project. (v) The Sales Tax Exemption shall not be used to benefit any person or entity, including any tenant or subtenant located at the Project Facility, other than the CompanyCompany and the Sub-Sublesssee, without the prior written consent of the Agency. (vi) By execution by the Company of this Project Agreement, the Company agrees to accept the terms hereof and represents and warrants to the Agency that the use of the Sales Tax Exemption by the Company or by any Agent is strictly for the purposes stated herein. (vii) Upon the Termination Date, the Company and each Agent shall cease being agents of the Agency, and the Company shall immediately notify each Agent in writing of such termination. (viii) The Company agrees that the aggregate amount of Sales Tax Exemption realized by the Company and by all Agents of the Company, if any, in connection with the Project Facility shall not exceed in the aggregate the Maximum Sales Tax Exemption.