Common use of Acceleration and Annulment Thereof Clause in Contracts

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described in Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described in Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's ’s fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee maymay or, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described in Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's ’s fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee maymay or, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon. (c) Any acceleration of the Bonds or any annulment thereof shall be subject to the prior written consent of the Bond Insurer (if it has not failed to comply with its payment obligations under the Bond Insurance Policy).

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described in Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's ’s fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon Subject to the requirement that, so long as the Credit Facility Issuer is performing under the Credit Facility, the consent of the Credit Facility Issuer to any acceleration must be obtained in the case of an Event of Default described in subsections (c), (d) or (g) of Section 9.1 hereof, upon the occurrence of an Event of Default, the Credit Facility Trustee may, and upon (1) the written request of the Credit Facility Issuer, or (2) the occurrence of an Event of Default described in subsection (a), (b), (e) or (f) of Section 7.1(a)(ii) 9.1 hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Credit Facility Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Issuer, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no . The Credit Facility Trustee shall not be permitted to request receipt of indemnity to its satisfaction prior to such declaration of acceleration. Upon the occurrence of any acceleration hereunder, the Credit Facility Trustee, to the extent it has not already done so, shall be made if immediately draw upon the Company cures such Credit Facility to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Credit Facility Trustee of funds drawn under the Credit Facility. (b) Immediately after any acceleration because of the occurrence of an Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declarationunder Sections 9.1(a), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (9.1(b), 9.1(c), 9.1(d), 9.1(e), 9.1(f) or promptly after the Trustee has knowledge of an automatic acceleration9.1(g), the Credit Facility Trustee shall cause to be mailed notice (immediately, and in no event later than two Business Days thereafter) notify in writing the Issuer, the Company and the Credit Facility Issuer of the occurrence of such acceleration. Within five (5) days of the occurrence of any acceleration hereunder, the Credit Facility Trustee shall notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (bc) If If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the IssuerCompany, and the Issuer Company also causes to be performed performs all other things in respect to which it may have been in default hereunder under the Loan Agreement and causes to be paid by the Company or otherwise pays the reasonable charges of the Credit Facility Trustee and the Registered OwnersBondholders, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, Credit Facility Issuer or upon the direction in writing a Majority of the Registered Owners of a majority in principal amount of Bondholders by written notice to the Bonds then OutstandingIssuer and to the Credit Facility Trustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Credit Facility Trustee and upon all Registered Owners owners of Bonds issued hereunder; provided, however, that the Credit Facility Trustee shall not annul any declaration without the written consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No such annulment Notwithstanding the foregoing, the Credit Facility Trustee shall extend not annul any acceleration which has resulted from an Event of Default under Section 9. l(e) hereof unless the Credit Facility has been reinstated in accordance with its terms to or affect any subsequent default or impair any right or remedy consequent thereon.an amount equal to the

Acceleration and Annulment Thereof. If any Event of Default under Section 11.01(e) occurs and is continuing, the Trustee immediately shall, and if any other Event of Default occurs and is continuing, the Trustee may (a) Upon with the occurrence consent of the Credit Facility Issuer in the case of an Event of Default described in Section 7.1(a)(ii11.01(f) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything or (g)) in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee mayits discretion, and upon the written direction request of the Registered Owners holders of not less than 25% or more in principal amount of the Bonds then Outstanding and (subject to or at the provisions written direction of the Credit Facility Issuer in case of an Event of Default described in Section 8.1(b11.01(g)) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Company, declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon . Upon any such declarationdeclaration of acceleration of the Bonds, the said principalprincipal of all such Bonds, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the said Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to . On the date of the declaration. Upon declaration of any acceleration hereunder (whether automatic or hereunder, the Trustee, to the extent it has not already done so and without any requirement of indemnity, shall immediately, on such date, draw upon the Credit Facility, if any, to the extent permitted by declaration), all payments due under the Loan Agreement terms thereof and shall automatically become immediately due and payable and the Trustee shall promptly thereafter exercise such rights as it may have under the Loan AgreementNote and the Agreement to declare all payments thereunder to be due and payable immediately. Promptly following any If there is no Credit Facility in effect on the date of the declaration of acceleration (hereunder or promptly after if the Trustee has knowledge of an automatic acceleration)Credit Facility is not honored by the Credit Facility Issuer in full or in part, then the Trustee shall cause immediately exercise such rights as it may have under the Note and the Agreement to declare all payments thereunder to be mailed notice due and payable immediately. Immediately after any acceleration hereunder, the Trustee, to the extent it has not already done so, shall notify in writing the Issuer, the Company, the Credit Facility Issuer, the Tender Agent, the Paying Agent and the Remarketing Agent of the occurrence of such acceleration. Within five Business Days of the occurrence of any acceleration hereunder, the Bond Registrar or the Trustee shall notify by first class mail to each Owner of a Bond at his last address appearing on mail, postage prepaid, the registration books owners of the Trustee. Any defect in or failure to give such notice Bonds Outstanding of such acceleration shall not affect the validity occurrence of such acceleration. (b) If , the date through which interest accrued and the time and place of payment; provided that, if a Credit Facility is then in effect, interest shall cease to accrue on the date of acceleration. If, after the principal then due on the of said Bonds has been so declared to be due and payable, and the redemption price then due and all arrears of interest upon said Bonds (and interxxx xn overdue installments of interest at the Bonds rate borne by the Bonds) are paid or caused to be paid by the Issuer, and the Issuer also performs or causes to be performed all other things in respect to which it may have been in default hereunder and pays or causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered OwnersBondholders, plus including reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereofattorneys’ fees and expenses, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners holders of a majority in principal amount of the Bonds then OutstandingOutstanding by notice to the Issuer and to the Trustee, shall may annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners holders of Bonds issued hereunder. No ; but no such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon. The Trustee shall forward a copy of any notice from the Bondholders received by it pursuant to this paragraph to the Company. The Trustee shall not annul any declaration resulting from an Event of Default under Section 11.01(e) or any other Event of Default which has resulted in a drawing under the Credit Facility unless the Trustee has received written confirmation from the Credit Facility Issuer that the Credit Facility has been fully reinstated. Immediately upon any such annulment, the Trustee shall cancel, by notice to the Company, any demand for payment of the Note made by the Trustee pursuant to this Section 11.02. The Trustee shall promptly give written notice of such annulment to the Issuer, the Company, the Credit Facility Issuer, the Paying Agent, the Tender Agent and the Remarketing Agent, and, if notice of the acceleration of the Bonds shall have been given to the Bondholders, the Bond Registrar shall give notice thereof to the Bondholders.

Acceleration and Annulment Thereof. (a) Upon Subject to the requirement that, so long as the Credit Facility Issuer is performing under the Credit Facility, the consent of the Credit Facility Issuer to any acceleration must be obtained in the case of an Event of Default described in subsections (c) or (g) of Section 9.1 hereof, upon the occurrence of an Event of Default, the Credit Facility Trustee may, and upon (1) the written request of the Credit Facility Issuer, or (2) the occurrence of an Event of Default described in Section 7.1(a)(iisubsection (a), (b), (d), (e) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions f) of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction 9.1 hereof the Credit Facility Trustee shall, by notice in writing to the Issuer and the Company Issuer, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no . The Credit Facility Trustee shall not be permitted to request receipt of indemnity to its satisfaction prior to such declaration of acceleration. Upon the occurrence of any acceleration hereunder, the Credit Facility Trustee, to the extent it has not already done so, shall be made if immediately draw upon the Company cures such Credit Facility to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Credit Facility Trustee of funds drawn under the Credit Facility. (b) Immediately after any acceleration because of the occurrence of an Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declarationunder Sections 9.1(a), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (b), (d), (e), (f) or promptly after the Trustee has knowledge of an automatic acceleration(g), the Credit Facility Trustee shall cause to be mailed notice (immediately, and in no event within two Business Days thereafter) notify in writing the Issuer, the Company and the Credit Facility Issuer of the occurrence of such acceleration. Within five (5) days of the occurrence of any acceleration hereunder, the Credit Facility Trustee shall notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (bc) If If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the IssuerCompany, and the Issuer Company also causes to be performed performs all other things in respect to which it may have been in default hereunder under the Lease Agreement and causes to be paid by the Company or otherwise pays the reasonable charges of the Credit Facility Trustee and the Registered OwnersBondholders, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, Credit Facility Issuer or upon the direction in writing a Majority of the Registered Owners of a majority in principal amount of Bondholders by written notice to the Bonds then OutstandingIssuer and to the Credit Facility Trustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Credit Facility Trustee and upon all Registered Owners owners of Bonds issued hereunder; provided, however, that the Credit Facility Trustee shall not annul any declaration without the written consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Credit Facility Trustee shall not annul any acceleration which has resulted from an Event of Default under Section 9.1(e) hereof unless the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds Outstanding plus one hundred twenty (120) days' interest accrued thereon, and the Credit Facility Trustee has received written notice of such annulment reinstatement from the Credit Facility Issuer. The Trustee and the Credit Facility Trustee shall extend forward a copy of any notice from Bondholders received by it pursuant to or affect any subsequent default or impair any right or remedy consequent thereonthis paragraph to the Company.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described in Section 7.1(a)(ii) hereofoccurs and is continuing, the Trustee (with the written consent of the Bank) may, and, upon request of the Bank or the owners of at least 25% in principal amount of all Bonds then Outstanding, together or with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture respect to the contrary notwithstanding. Upon the occurrence of any other an Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% under subsection 11.1(a)(iv) or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(bv) hereof) receipt of indemnity to its sole satisfaction , shall, by notice in writing to the Issuer Issuer, the Bank and the Company Company, declare the principal of all Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, declaration the said principal, together with interest accrued thereonthereon to the date of such declaration, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided. Upon the occurrence of any acceleration hereunder, howeverthe Trustee shall immediately declare all payments under the Agreement pursuant to Section 5.04 and Section 5.07 thereof to be due and payable immediately, that no and upon any such declaration such payments shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable payable. Immediately after any acceleration hereunder, the Trustee, to the extent it has not already done so, shall notify in writing the Issuer, the Company, the Paying Agent, the Bank and the Trustee shall promptly exercise Remarketing Agent of the occurrence of such rights as it may have under acceleration. Upon the Loan Agreement. Promptly following occurrence of any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)hereunder, the Trustee shall cause to be mailed notice of such acceleration notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. . Upon any such declaration of acceleration hereunder, the Trustee shall immediately, on the date of such declaration, draw upon the Letter of Credit an amount sufficient to pay all amounts due as a result of such declaration. Upon receipt by the Trustee of payment of the full amount drawn on the Letter of Credit, (bi) If interest on the Bonds shall cease to accrue on the date of such declaration and (ii) the Bank shall succeed to and be subrogated to the right, title and interest of the Trustee and the Registered Owners in and to the Agreement, all funds held under this Indenture (except any funds held in the Rebate Fund or the Bond Fund or the Bond Purchase Fund which are identified for the payment of the Bonds or of the Purchase Price of undelivered Bonds) and any other security held for the payment of the Bonds, all of which, upon payment of any fees and expenses due and payable to the Trustee pursuant to the Agreement or this Indenture, shall be assigned by the Trustee to the Bank. If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuerpaid, and the Issuer Company also causes to be performed performs all other things in respect to which it may have been in default hereunder or under the Agreement and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered OwnersBondholders, plus including reasonable attorney's fees, or any such default is waived as provided in attorneys' and agents' fees and all other amounts due the Trustee pursuant to Section 7.13 hereof12.4 hereof and the Agreement, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners owners of a majority in principal amount of the Bonds then Outstanding, shall by notice to the Issuer and to the Trustee, may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners owners of Bonds issued hereunder; provided that there shall be no annulment of any declaration resulting from (A) any Event of Default specified in subsection 11.1(a)(iv) without the prior written consent of the Bank, which consent shall include written notice that the Bank has rescinded such Event of Default, and (B) any Event of Default which has resulted in a drawing under the Letter of Credit or any Event of Default specified in Section 11.1(a)(v) unless the Trustee has received written notice from the Bank that the Letter of Credit has been fully reinstated. No such annulment shall extend to or affect any subsequent default Default or impair any right or remedy consequent thereon. The Trustee shall forward a copy of any notice from Bondholders received by it pursuant to this paragraph to the Company. Immediately upon such annulment, the Trustee shall cancel, by notice to the Company, any demand for prepayment of all amounts due under the Agreement made by the Trustee pursuant to this Section. The Trustee shall promptly give written notice of such annulment to the Issuer, the Bank, the Company, the Paying Agent, the Remarketing Agent, and, if notice of the acceleration of the Bonds shall have been given to the Bondholders, shall give notice thereof to the Bondholders.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described in Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due has occurred and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder is continuing the Trustee maymay and, and upon at the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction Outstanding, shall, by notice in writing to the Issuer and the Company Company, declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been so declared to be due and payable, and the redemption price and purchase price then due and all arrears of interest upon the Bonds are paid or caused to be paid by the Issuer, and the Issuer also performs or causes to be performed all other things in respect to which it may have been in default hereunder and pays or causes to be paid by the Company or otherwise the reasonable charges of the Trustee and Trustee, the Registered Owners, plus reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereof10.13, then, and in every such case, the Trustee maymay or, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described in Section Sections 7.1(a)(i) or 7.1(a)(ii) hereof, the principal of all Bonds then Outstandingoutstanding, together with accrued interest thereonthereon (if any), shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer Issuer, the Bank, the Remarketing Agent, the Insurer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereonthereon (if any), shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's ’s fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee maymay or, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. Subject to the requirement that the Credit Facility Issuer's consent to any acceleration must be obtained in the case of an Event of Default described in subsections (ac), (d), (e), (f), (g), or (k) Upon of Section 801 hereof, upon the occurrence of an Event of Default, the Trustee may, and upon (i) the written request of the Registered Owners of not less than 25% in aggregate principal amount of Bonds then Outstanding, (ii) the written request of the Credit Facility Issuer, or (iii) the occurrence of an Event of Default described in Section 7.1(a)(ii(a), (b), (h), (i) or (j) of Section 801 hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by written notice in writing to the Issuer and the Company Company, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided. Upon the occurrence of any acceleration hereunder, howeverthe Trustee shall, that no such declaration to the extent it has not already done so, immediately draw upon the Credit Facility to the extent permitted by the terms thereof, and payment shall be made if to Registered Owners as soon as practicable. Interest on the Company cures such Bonds shall cease to accrue upon the declaration of acceleration by the Trustee. Immediately after any acceleration because of the occurrence of an Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declarationunder Sections 801(a), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (b), (h), (i) or promptly after the Trustee has knowledge of an automatic acceleration(j), the Trustee shall cause to be mailed notice notify in writing the Company and the Credit Facility Issuer of the occurrence of such acceleration. Within five days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail to each Owner mail, postage prepaid, the Registered Owners of a Bond at his last address appearing on the registration books all Bonds then Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (b) If . If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the IssuerCompany, and the Issuer Company also causes to be performed performs all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered Owners, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee mayCredit Facility Issuer or the Majority Registered Owners, or upon by written notice to the direction in writing of Company and the Registered Owners of a majority in principal amount of the Bonds then OutstandingTrustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds Bonds, issued hereunder; provided, however, that the Trustee shall not annul any acceleration without the consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Trustee shall not annul any acceleration which has resulted from an Event of Default resulting in a drawing under the Credit Facility unless the Trustee has received written notice that the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds then Outstanding plus 50 days' interest accrued thereon (210 days' interest if the Bonds then bear interest at the Fixed Rate) at an annual rate of 15% per annum. The Trustee shall forward a copy of any notice from Registered Owners received by it pursuant to this paragraph to the Company. Immediately upon such annulment annulment, the Trustee shall extend cancel, by notice to or affect the Company, any subsequent default or impair any right or remedy consequent thereondemand for payment of the Bonds made by the Trustee pursuant to this Section 802.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described ------------ ---------------------------------- occurs and is continuing beyond the time periods specified in Section 7.1(a)(ii) hereof6.1 of the Agreement, the principal of all Bonds then OutstandingTrustee may in its discretion, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and or upon the written direction request of the Registered Owners of 25% or more in aggregate principal amount of the Bonds then Outstanding and (subject to Outstanding, the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction Trustee shall, by notice in writing to the Issuer and the Company Company, declare the principal of all Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, declaration the said principal, together with principal and interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the said Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any declaration of acceleration hereunder (whether automatic or by declaration)hereunder, all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly immediately exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)Note, the Trustee shall cause Permit Agreements, and the Agreement to declare all payments thereunder to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trusteeimmediately due and payable. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If If, after the principal then due on the of said Bonds has been so declared to be due and payablepayable and before the entry of final judgment or decree in any suit, and action or proceeding instituted on account of such default, or before the redemption price then due and completion of the enforcement of any other remedy under this Indenture, all arrears of interest upon the Bonds (and interest on overdue installments of interest at the rate borne by the Bonds to the extent permitted by applicable law) are paid or caused to be paid by the Issuer, and the Issuer also performs or causes to be performed all other things in respect to which it may have been in default hereunder and pays or causes to be paid by the Company or otherwise the reasonable charges of the Trustee Trustee, the Bondholders and any trustee appointed under the Registered OwnersAct, plus including extraordinary trustee fees and reasonable attorney's fees, and every other default known to the Trustee in the observance or performance of any covenant, condition, agreement or provision contained in the Bonds or in this Indenture (other than a default in the payment of the principal of such default is waived as provided in Section 7.13 hereofBonds then due and payable only because of a declaration under this Section) shall have been remedied to the satisfaction of the Trustee, then, then and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in aggregate principal amount of the Bonds then Outstandingoutstanding, shall by notice to the Issuer and to the Trustee, may annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds issued hereunder. No ; but no such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described in under Section 7.1(a)(ii10.01(d), Section 10.01(e) hereofor 10.01(h) occurs, then the principal of all Bonds then Outstanding, together with interest accrued thereon to the date of acceleration (which date shall be within the period for which an interest thereondrawing sufficient to pay the interest accrued on the Bonds to such date is available under the Credit Facility), shall automatically become immediately due and payable immediately at the place of payment provided therein without any declaration of acceleration by the Trusteenotice, declaration, or demand, anything in this Indenture or in the Bonds to the contrary notwithstanding. Upon the occurrence of If any other Event of Default hereunder occurs and is continuing, the Trustee may, and upon the written direction request of the Registered Owners owners of 25% or more in principal amount of the all Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Company, declare the principal of all Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, declaration the said principal, together with interest accrued thereonthereon to the date of acceleration (which date shall be within the period for which principal and interest on the Bonds is covered by the amounts available under the Letter of Credit), shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon the occurrence of any acceleration hereunder (whether automatic or by declaration)hereunder, all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly immediately exercise such rights as it may have under (i) this Indenture to declare all payments hereunder and under the Loan AgreementBonds to be due and payable immediately and (ii) under the Agreement to declare all payments thereunder to be due and payable immediately, and to the extent it has not already done so, shall immediately draw upon the Credit Facility, if any, to the extent permitted by the terms thereof. Promptly following Immediately after any declaration acceleration hereunder, the Trustee, to the extent it has not already done so, shall notify in writing the Issuer, the Company, the Credit Facility Issuer, the Tender Agent and the Remarketing Agent of the occurrence of such acceleration. Within 5 days of the occurrence of any acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)hereunder, the Trustee shall cause to be mailed notice of such acceleration notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (b) If after the principal then due on the Bonds has been declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer and upon all Registered Owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described in under Section 7.1(a)(ii10.01(a), 10.01(b), 10.01(d), Section 10.01(e), or 10.01(f) hereofoccurs, then the principal of all Bonds Notes then Outstanding, together with interest accrued thereon to the date of acceleration (which date shall be within the period for which an interest thereondrawing sufficient to pay the interest accrued on the Notes to such date is available under the Credit Facility), shall automatically become immediately due and payable at the place of payment provided therein without notice, declaration, or demand, anything in this Indenture or in the Notes to the contrary notwithstanding. If any other Event of Default occurs and is continuing, the Trustee may, and upon request of the owners of 25% in principal amount of all Notes then Outstanding shall, by notice in writing to the Issuer, declare the principal of all Notes then Outstanding to be immediately due and payable; and upon such declaration the said principal, together with interest accrued thereon to the date of acceleration, shall become due and payable immediately without any declaration at the place of acceleration by the Trusteepayment provided therein, anything in this Indenture or in the Notes to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee mayacceleration hereunder, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly immediately exercise such rights as it may have under this Indenture to declare all payments hereunder and under the Loan AgreementNotes to be due and payable immediately, and to the extent it has not already done so, shall immediately draw upon the Credit Facility to the extent permitted by the terms thereof in an amount equal to the principal of all Notes then outstanding plus interest accrued thereon to the date established for payment to the Noteholders. Promptly following Immediately after any declaration acceleration hereunder, the Trustee, to the extent it has not already done so, shall notify in writing the Issuer, the Credit Facility Issuer, the Tender Agent and the Remarketing Agent of the occurrence of such acceleration. Within five days of the occurrence of any acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)hereunder, the Trustee shall cause to be mailed notice of such acceleration notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Notes Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (b) If . If, after the principal then due on of the Bonds Notes has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds Notes are caused to be paid by the Issuer, and the Issuer also causes to be performed performs all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered OwnersNoteholders, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners owners of a majority in principal amount of the Bonds Notes then Outstanding, shall by notice to the Issuer and to the Trustee, may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners owners of Bonds Notes issued hereunder. No such annulment ; provided, however, that the Trustee shall extend to not annul any declaration resulting from (i) an Event of Default specified in Section 10.01(d) without the prior written consent of the Credit Facility Issuer or affect (ii) any subsequent default or impair any right or remedy consequent thereon.Event of Default which has resulted in a drawing under the Credit Facility unless the Trustee has

Acceleration and Annulment Thereof. (a) Upon the occurrence of an If any Event of Default described in Section 7.1(a)(ii) hereofoccurs and is continuing, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction request of the Registered Owners owners of at least 25% or more in principal amount of the all Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Company, declare the principal of and accrued interest on all Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, declaration the said principal, together with interest accrued thereonthereon to the date of acceleration, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon the occurrence of any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)hereunder, the Trustee shall cause immediately declare all payments under the Agreement pursuant to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If after the principal then due on the Bonds has been declared Section 5.03 thereof to be due and payablepayable immediately. Immediately after any acceleration hereunder, the Trustee, to the extent it has not already done so, shall notify in writing the Issuer, the Company, and the redemption price then Paying Agent of the occurrence of such acceleration. Upon the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail, postage prepaid, the owners of all Bonds Outstanding of the occurrence of such acceleration. If, after the principal of the Bonds has become due and payable, all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed performs all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered OwnersBondholders, plus including reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereofand necessary attorneys’ fees and expenses, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners owners of a majority in principal amount of the Bonds then Outstanding, shall by written notice to the Issuer and to the Trustee, may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners owners of Bonds issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon. The Trustee shall forward a copy of any notice from Bondholders received by it pursuant to this paragraph to the Company. Immediately upon such annulment, the Trustee shall cancel, by notice to the Company, any demand for prepayment of all amounts due under the Agreement made by the Trustee pursuant to this Section. The Trustee shall promptly give written notice of such annulment to the Issuer, the Company, the Collateral Trustee, the Paying Agent, and, if notice of the acceleration of the Bonds shall have been given to the Bondholders, shall give notice thereof to the Bondholders.

Acceleration and Annulment Thereof. (a) Upon Subject to the requirement that, so long as the Credit Facility Issuer is performing under the Credit Facility, the consent of the Credit Facility Issuer to any acceleration must be obtained in the case of an Event of Default described in subsections (c) or (g) of Section 9.1 hereof, upon the occurrence of an Event of Default, the Trustee may, and upon (1) the written request of the Credit Facility Issuer, or (2) the occurrence of an Event of Default described in subsection (a), (b), (d), (e) or (f) of Section 7.1(a)(ii) hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder 9.1 hereof the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Issuer, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no . The Trustee shall not be permitted to request receipt of indemnity to its satisfaction prior to such declaration of acceleration. Upon the occurrence of any acceleration hereunder, the Trustee, to the extent it has not already done so, shall be made if immediately draw upon the Company cures such Credit Facility to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Trustee of funds drawn under the Credit Facility. (b) Immediately after any acceleration because of the occurrence of an Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declarationunder Sections 9.1(a), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (b), (d), (e), (f) or promptly after the Trustee has knowledge of an automatic acceleration(g), the Trustee shall cause to be mailed notice (immediately, and in no event within two Business Days thereafter) notify in writing the Issuer, the Lessee and the Credit Facility Issuer of the occurrence of such acceleration. Within five (5) days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (bc) If If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the IssuerLessee, and the Issuer Lessee also causes to be performed performs all other things in respect to which it may have been in default hereunder under the Lease Agreement and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered OwnersBondholders, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, Credit Facility Issuer or upon the direction in writing a Majority of the Registered Owners of a majority in principal amount of Bondholders by written notice to the Bonds then OutstandingIssuer and to the Trustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners owners of Bonds issued hereunder; provided, however, that the Trustee shall not annul any declaration without the written consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Trustee shall not annul any acceleration which has resulted from an Event of Default under Section 9.1(e) hereof unless the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds Outstanding plus one hundred twenty (120) days' interest accrued thereon, and the Trustee has received written notice of such annulment reinstatement from the Credit Facility Issuer. The Trustee shall extend forward a copy of any notice from Bondholders received by it pursuant to or affect any subsequent default or impair any right or remedy consequent thereonthis paragraph to the Lessee.

Acceleration and Annulment Thereof. Subject to the requirement that the Credit Facility Issuer's consent to any acceleration must be obtained in the case of an Event of Default described in subsections (ac), (d) Upon or (g) of Section 901 hereof, upon the occurrence of an Event of Default, the Credit Facility Trustee may, and upon (i) the written request of the Registered Owners of not less than 25% in aggregate principal amount of Bonds then Outstanding, (ii) the written request of the Credit Facility Issuer, if any, or (iii) the occurrence of an Event of Default described in Section 7.1(a)(iisubsection (a), (b), (e), (f) hereof, or (h) (but with regard to (h) only if the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by Issuer declares in writing the Trustee, anything in this Indenture same to the contrary notwithstanding. Upon the occurrence of any other be an Event of Default hereunder and requests that the Trustee may, and upon the written direction of the Registered Owners of 25% or more in entire unpaid principal amount of and interest on the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company declare the principal of all Bonds then Outstanding to be immediately due and payable) of Section 901 hereof, the Credit Facility Trustee shall, by notice to the Issuer and the Trustee, declare the entire unpaid principal of and interest on the Bonds due and payable; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided. Upon the occurrence of any acceleration hereunder, however, that no such declaration the Trustee shall be made if notify the Company cures such Event of Default prior to the date Credit Facility Trustee of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under amount of the Loan Agreement shall automatically become immediately accelerated principal and interest due and payable and the Credit Facility Trustee shall promptly immediately direct the Trustee to exercise such rights as it may have as the registered owner of the Note to declare all payments thereunder to be due and payable immediately, and to the extent it has not already done so, the Credit Facility Trustee shall immediately draw upon the Credit Facility, if any, to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Credit Facility Trustee of funds drawn under the Loan AgreementCredit Facility. Promptly following Immediately after any declaration acceleration because of acceleration (or promptly after the Trustee has knowledge occurrence of an automatic Event of Default under Sections 901(a), (b), (e), (f) or (h), the Credit Facility Trustee shall notify in writing the Issuer, the Trustee, the Borrower and the Credit Facility Issuer of the occurrence of such acceleration). Within five days of the occurrence of any acceleration hereunder, the Trustee shall cause to be mailed notice of such acceleration notify by first class mail to each Owner mail, postage prepaid, the Registered Owners of a Bond at his last address appearing on the registration books all Bonds then Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (b) If . If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and (i) all arrears of interest upon the Bonds are caused to be paid by the IssuerIssuer (solely out of the Trust Estate), and (ii) the Issuer also causes to be performed performs all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee, the Credit Facility Trustee and the Registered Owners, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided and (iii) in case of an Event of Default described in Section 7.13 901(e) hereof, the Trustee and the Credit Facility Trustee have received written notice that the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds then Outstanding plus 120 days' interest accrued thereon at an assumed rate of 12% per annum, then, and in every such case, the Credit Facility Issuer or the Majority Registered Owners, by written notice to the Issuer, the Credit Facility Trustee mayand the Trustee, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Credit Facility Trustee and upon all Registered Owners of Bonds issued hereunder; provided, however, that the Trustee and the Credit Facility Trustee shall not annul any acceleration without the consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Trustee and the Credit Facility Trustee shall not annul any acceleration which has resulted from an Event of Default which has resulted in a drawing under the Credit Facility unless the Trustee and the Credit Facility Trustee have received written notice that the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds then Outstanding plus 120 days' interest accrued thereon at an assumed rate of 12% per annum. The Trustee shall forward a copy of any notice from Registered Owners received by it pursuant to this paragraph to the Borrower. Immediately upon such annulment annulment, the Credit Facility Trustee shall extend cancel, by notice to or affect the Borrower, any subsequent default or impair any right or remedy consequent thereondemand for payment of the Note made by the Credit Facility Trustee pursuant to this Section 902.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described specified in Section 7.1(a)(ii) 8.01 hereof, and at any time thereafter while such Event of Default shall continue in each and every case, unless the principal of all the Bonds then Outstanding, together with accrued interest thereon, shall automatically already have become due and payable immediately without any declaration of acceleration by the Trusteepayable, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee maymay and, and upon the written direction request of the Registered Owners of 25% or more in of aggregate principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company shall declare the principal of all the Bonds then Outstanding Outstanding, and the interest accrued thereon, to be due and payable immediately, and upon any such declaration the same shall become and be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in any of the Bonds contained and to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If The provisions of the preceding paragraph however, are subject, to the condition that if, after the principal then due on of the Bonds has been so declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds (and interest on overdue installments of interest at the maximum rate permitted by law or 2% over the interest rate on the respective Bonds, whichever is less) are caused to be paid by or on behalf of the Issuer, and no Event of Default or event which, with the passage of time or the giving of notice, or both, would constitute an Event of Default, is continuing hereunder, and the Issuer also causes to be performed performs all other things in respect to which it the Issuer may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered Owners, plus including reasonable attorney's attorneys fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall may annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds issued hereunder. No ; but no such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon Subject to the requirement that, so long as the Credit Facility Issuer is performing under the Credit Facility, the consent of the Credit Facility Issuer to any acceleration must be obtained in the case of an Event of Default described in subsections (c) or (f) of Section 9.1 hereof, upon the occurrence of an Event of Default, the Trustee may, and upon (1) the written request of the Credit Facility Issuer, or (2) the occurrence of an Event of Default described in subsection (a), (b), (c), (d) or (e) of Section 7.1(a)(ii) 9.1 hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Issuer, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this the Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no . The Trustee shall not be permitted to request receipt of indemnity to its satisfaction prior to such declaration of acceleration. Upon the occurrence of any acceleration hereunder, the Trustee, to the extent it has not already done so, shall be made if immediately draw upon the Company cures such Credit Facility to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Trustee of funds drawn under the Credit Facility. (b) Immediately after any acceleration because of the occurrence of an Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declarationunder Sections 9.1(a), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (b), (c), (d), (e), or promptly after the Trustee has knowledge of an automatic acceleration(f), the Trustee shall cause to be mailed notice (immediately, and in no event within two Business Days thereafter) notify in writing the Issuer and the Credit Facility Issuer of the occurrence of such acceleration, immediately, and in no event later than two (2) Business Days thereafter. Within five (5) days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail to each Owner mail, postage prepaid, the owners of a Bond at his last address appearing on the registration books all Bonds Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (bc) If If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder pays the outstanding fees and causes to be paid by expenses of the Company or otherwise Trustee and the reasonable charges of the Trustee and the Registered OwnersBondholders, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, Credit Facility Issuer or upon the direction in writing a Majority of the Registered Owners of a majority in principal amount of Bondholders by written notice to the Bonds then OutstandingIssuer and to the Trustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners owners of Bonds issued hereunder; provided, however, that the Trustee shall not annul any declaration without the written consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Trustee shall not annul any acceleration which has resulted from an Event of Default under Section 9.1(d) hereof unless the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds Outstanding plus one hundred and twenty (120) days' interest accrued thereon, and the Trustee has received written notice of such annulment reinstatement from the Credit Facility Issuer. The Trustee shall extend forward a copy of any notice from Bondholders received by it pursuant to or affect any subsequent default or impair any right or remedy consequent thereonthis paragraph to the Issuer.

Acceleration and Annulment Thereof. Subject to the requirement that the Credit Facility Issuer's consent to any acceleration must be obtained in the case of an Event of Default described in SUBSECTIONS (ac), (d) Upon or (g) of SECTION 901 hereof, upon the occurrence of an Event of Default, the Trustee may, and upon (i) the written request of the Registered Owners of not less than 25% in aggregate principal amount of Bonds then Outstanding, (ii) the written request of the Credit Facility Issuer, or (iii) the occurrence of an Event of Default described in Section 7.1(a)(iiSUBSECTION (a), (b), (e) or (f) of SECTION 901 hereof, the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Issuer, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable, ; and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon the occurrence of any acceleration hereunder (whether automatic or by declaration)hereunder, all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly immediately exercise such rights as it may have as the holder of the Note to declare all payments thereunder to be due and payable immediately, and to the extent it has not already done so, the Trustee shall immediately draw upon the Credit Facility to the extent permitted by the terms thereof. Interest on the Bonds shall cease to accrue upon receipt by the Trustee of funds drawn under the Loan AgreementCredit Facility. Promptly following Immediately after any declaration acceleration because of acceleration (or promptly after the Trustee has knowledge occurrence of an automatic accelerationEvent of Default under SECTIONS 901(a), (b), (e) or (f), the Trustee shall cause to be mailed notice notify in writing the Issuer, the Borrower and the Credit Facility Issuer of the occurrence of such acceleration. Within five days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail to each Owner mail, postage prepaid, the Registered Owners of a Bond at his last address appearing on the registration books all Bonds then Outstanding of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity occurrence of such acceleration. (b) If . If, after the principal then due on of the Bonds has been declared to be become due and payable, and the redemption price then due and all arrears of interest upon the Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed performs all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise pays the reasonable charges of the Trustee and the Registered Owners, plus including reasonable attorney's attorneys' fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee mayCredit Facility Issuer or the Majority Registered Owners, or upon by written notice to the direction in writing of Issuer and to the Registered Owners of a majority in principal amount of the Bonds then OutstandingTrustee, shall may annul such declaration acceleration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds issued hereunder; provided, however, that the Trustee shall not annul any acceleration without the consent of the Credit Facility Issuer unless such acceleration has resulted from the failure of the Credit Facility Issuer to honor a proper draw for payment under the Credit Facility. No Notwithstanding the foregoing, the Trustee shall not annul any acceleration which has resulted from an Event of Default which has resulted in a drawing under the Credit Facility unless the Trustee has received written notice that the Credit Facility has been reinstated in accordance with its terms to an amount equal to the principal amount of the Bonds then Outstanding plus 45 days' interest accrued thereon at an assumed rate of 15% per annum. The Trustee shall forward a copy of any notice from Registered Owners received by it pursuant to this paragraph to the Borrower. Immediately upon such annulment annulment, the Trustee shall extend cancel, by notice to or affect the Borrower, any subsequent default or impair any right or remedy consequent thereondemand for payment of the Note made by the Trustee pursuant to this SECTION 902.

Acceleration and Annulment Thereof. (a) Upon the occurrence of an Event of Default described specified in Section 7.1(a)(ii) 9.01 hereof, and at any time thereafter while such Event of Default shall continue in each and every case, unless the principal of all the Bonds then Outstanding, together with accrued interest thereon, shall automatically already have become due and payable immediately without any declaration of acceleration by the Trusteepayable, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee maymay and, and upon the written direction request of the Registered Owners of 25% or more in of aggregate principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company shall declare the principal of all the Bonds then Outstanding Outstanding, and the interest accrued thereon, to be due and payable immediately, and upon any such declaration the same shall become and be immediately due and payable, and upon such declaration, the said principal, together with interest accrued thereon, shall become due and payable immediately, anything in this Indenture or in any of the Bonds contained and to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration), the Trustee shall cause to be mailed notice of such acceleration by first class mail to each Owner of a Bond at his last address appearing on the registration books of the Trustee. Any defect in or failure to give such notice of such acceleration shall not affect the validity of such acceleration. (b) If The provisions of the preceding paragraph however, are subject, to the condition that if, after the principal then due on of the Bonds has been so declared to be due and payable, and the redemption price then due and all arrears of interest upon the Bonds (and interest on overdue installments of interest at the maximum rate permitted by law or two percent over the interest rate on the respective Bonds, whichever is less) are caused to be paid by or on behalf of the Issuer, and no Event of Default or event which, with the passage of time or the giving of notice, or both, would constitute an Event of Default, is continuing hereunder, and the Issuer also performs or causes to be performed all other things in respect to which it the Issuer may have been in default hereunder and pays (but only from the Pledged Revenues) or causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus including reasonable attorney's attorneys fees, or any such default is waived as provided in Section 7.13 hereof, then, and in every such case, the Trustee may, or upon the direction in writing of the Registered Owners of a majority in principal amount of the Bonds then Outstanding, shall may annul such declaration and its consequences and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners of Bonds issued hereunder. No ; but no such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereon.

Acceleration and Annulment Thereof. (a) Upon the occurrence happening of any Event of Default specified in Section 8.01 (other than an Event of Default specified in Section 8.01(d), (e) or (f)), the Trustee may, subject to the prior written consent of the Credit Facility Providers for the Outstanding Bonds, and shall, at the direction of such Credit Facility Providers or upon request of the Owners of twenty-five percent (25%) in aggregate principal amount of all Bonds Outstanding subject to the prior written consent of the Credit Facility Providers for the Outstanding Bonds (in each case so long as such Credit Facility Provider shall not be in default of its payment obligations under the Credit Facility and no Credit Facility Event of Insolvency shall have occurred), by notice in writing to the Issuer, declare the Bonds to be immediately due and payable and exercise remedies against the Issuer available under this Indenture. Upon the happening of an Event of Default described specified in Section 7.1(a)(iiSections 8.01(d) hereofor (e), the principal of all Bonds then Outstanding, together with accrued interest thereon, shall automatically become due and payable immediately without any declaration of acceleration by the Trustee, anything in this Indenture to the contrary notwithstanding. Upon the occurrence of any other Event of Default hereunder the Trustee may, and upon the written direction of the Registered Owners of 25% or more in principal amount of the Bonds then Outstanding and (subject to the provisions of Section 8.1(b) hereof) receipt of indemnity to its sole satisfaction shall, by notice in writing to the Issuer and the Company Issuer, declare the principal of all Outstanding Bonds then Outstanding to be immediately due and payable, payable and upon such declarationshall exercise the remedies against the Issuer available under this Indenture. Upon the happening of an Event of Default specified in Section 8.01(f), the said principalOutstanding Bonds shall become immediately due and payable and the Trustee shall exercise the remedies against the Issuer available under this Indenture. The Trustee shall advise the Issuer immediately of any such acceleration. Upon a declaration of acceleration, the principal so accelerated, together with interest accrued thereon, shall become due and payable immediatelyimmediately at the place of payment provided therein and interest on the Bonds so accelerated shall cease to accrue, anything in this Indenture or in the Bonds to the contrary notwithstanding; provided, however, that no such declaration shall be made if the Company cures such Event of Default prior to the date of the declaration. Upon any acceleration hereunder (whether automatic or by declaration), all payments due under the Loan Agreement shall automatically become immediately due and payable and the Trustee shall promptly exercise such rights as it may have under the Loan Agreement. Promptly following any declaration of acceleration (or promptly after the Trustee has knowledge of an automatic acceleration)hereunder, the Trustee shall cause give prompt notice thereof to be mailed notice of such acceleration the Credit Facility Providers for the Bonds and by first class mail to each Owner the registered Owners of a Bond the Bonds of the Series so accelerated at his last address the addresses appearing on the registration books of kept by the Trustee. Any defect in or failure Paying Agent, to give such notice of such acceleration shall not affect the validity of such accelerationIssuer, to the Remarketing Agent and to the Paying Agent. (b) If If, after the principal then due on of the Bonds so accelerated has been so declared to be due and payablepayable and before entry of a final judgment or decree in any suit, and action or proceeding instituted on account of such default or before the redemption price then due and completion of the enforcement of any other remedy under this Indenture, all arrears of interest upon the such Bonds are caused to be paid by the Issuer, and the Issuer also causes to be performed all other things in respect to which it may have been in default hereunder and causes to be paid by the Company or otherwise the reasonable charges of the Trustee and the Registered Owners, plus reasonable attorney's fees, or any such default is waived as provided in Section 7.13 hereofpaid, then, and in every such case, the Trustee may, subject to the prior written consent of the Credit Facility Providers for the Outstanding Bonds, and shall, at the written direction of such Credit Facility Providers (in each case so long as the Credit Facility Provider shall not be in default of its payment obligations under the Credit Facility and no Credit Facility Event of Insolvency shall have occurred), or upon the direction in writing request of the Registered Owners of a majority in aggregate principal amount of the all Bonds then OutstandingOutstanding subject to the prior written consent of the Credit Facility Providers for the Outstanding Bonds, shall by notice in writing to the Issuer and to the Trustee, may annul such declaration and its consequences consequences, and such annulment shall be binding upon the Trustee, the Issuer Trustee and upon all Registered Owners Bondowners of Bonds such Series issued hereunder. No such annulment shall extend to or affect any subsequent default or impair any right or remedy consequent thereonthereon and such annulment shall only be effective upon receipt by the Trustee of a written notice of rescission accompanied by a written notice of reinstatement from the Credit Facility Providers for the Outstanding Bonds that the amount available under the Credit Facility is not less than the principal amount of the Outstanding Bonds supported by the Credit Facility, plus accrued interest for a period of fifty-two (52) days at the Maximum Rate. (c) If a Credit Facility in the form of a direct pay letter of credit is available for the Bonds, the Trustee shall, upon acceleration of such Bonds, promptly draw on such Credit Facility in accordance with Section 2.07(a) in an amount equal to the aggregate unpaid principal of and interest on the Bonds (other than Purchased Bonds and Issuer Bonds) to the date of acceleration at which time interest on the Bonds shall cease to accrue. Interest on all Purchased Bonds shall accrue until the principal of such Bonds shall be paid in full. Upon receipt of payment with respect to such draw, the Trustee shall immediately pay therefrom to the Owners of the Bonds (other than Purchased Bonds and Issuer Bonds) the principal of and accrued interest due on such Bonds.