Common use of Acceleration and Annulment Thereof Clause in Contracts

Acceleration and Annulment Thereof. If any Event of Default occurs 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, or with respect to an Event of Default under subsection 11.1(a)(iv) or (v) hereof, shall, by notice in writing to the Issuer, the Bank 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 to the date of such declaration, shall become due and payable immediately at the place of payment provided therein, anything in the Indenture or in the Bonds to the contrary notwithstanding. Upon the occurrence of any acceleration hereunder, the 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, and upon any such declaration such payments shall become immediately due and 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 Remarketing 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. 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, (i) 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 of the Bonds has become due and payable, all arrears of interest upon the Bonds are paid, and the Company also performs all other things in respect to which it may have been in default hereunder or under the Agreement and pays the reasonable charges of the Trustee and the Bondholders, including reasonable attorneys' and agents' fees and all other amounts due the Trustee pursuant to Section 12.4 hereof and the Agreement, then, and in every such case, the owners of a majority in principal amount of the Bonds then Outstanding, by notice to the Issuer and to the Trustee, may annul such acceleration and its consequences, and such annulment shall be binding upon the Trustee and upon all 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 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. If any Event of Default ------------ ---------------------------------- occurs and is continuingcontinuing beyond the time periods specified in Section 6.1 of the Agreement, the Trustee (with the written consent of the Bank) maymay in its discretion, and, or upon request of the Bank or the owners Owners of at least 25% in aggregate principal amount of all the Bonds then Outstanding, or with respect to an Event of Default under subsection 11.1(a)(iv) or (v) hereof, the Trustee shall, by notice in writing to the Issuer, the Bank 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 principal and interest accrued thereon to the date of such declarationthereon, shall become due and payable immediately at the place of payment provided therein, anything in the Indenture or in the said Bonds to the contrary notwithstanding. Upon the occurrence of any acceleration hereunder, the 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, and upon any such declaration such payments shall become immediately due and 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 Remarketing 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. Upon any such declaration of acceleration hereunder, the Trustee shall immediatelyimmediately exercise such rights as it may have under the Note, on the date of such declarationPermit Agreements, 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, (i) 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 Agreement to the Agreement, declare 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 payments thereunder to be immediately due and payable to the Trustee pursuant to the Agreement or this Indenture, shall be assigned by the Trustee to the Bankpayable. If, after the principal of the said Bonds has become been so declared to be due and payablepayable and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the 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 paidpaid or caused to be paid by the Issuer, and the Company Issuer also performs or causes to be performed all other things in respect to which it may have been in default hereunder or under the Agreement and pays or causes to be paid the reasonable charges of the Trustee Trustee, the Bondholders and any trustee appointed under the BondholdersAct, including reasonable attorneys' and agents' extraordinary trustee fees and all reasonable attorney's fees, and every other amounts due default known to the Trustee pursuant 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 Bonds then due and payable only because of a declaration under this Section) shall have been remedied to Section 12.4 hereof and the Agreementsatisfaction of the Trustee, then, then and in every such case, the owners Owners of a majority in aggregate principal amount of the Bonds then Outstandingoutstanding, by notice to the Issuer and to the Trustee, may annul such acceleration declaration and its consequences, consequences and such annulment shall be binding upon the Trustee and upon all owners Owners of Bonds issued hereunder; provided that there shall be but 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. If any Event of Default occurs and is continuing, the Trustee (with the written consent of the Bank) may, and, and upon written request of the Bank or the owners of at least 25% in principal amount of all Bonds then Outstanding, or with respect to an Event of Default under subsection 11.1(a)(iv) or (v) hereof, Outstanding shall, by notice in writing to the Issuer, the Bank Issuer and the Company, declare the principal of and accrued interest on all Bonds then Outstanding to be immediately due and payable; and upon such declaration the said principal, together with interest accrued thereon to the date of such declarationacceleration, shall become due and payable immediately at the place of payment provided therein, anything in the this Indenture or in the Bonds to the contrary notwithstanding. Upon the occurrence of any acceleration hereunder, the Trustee shall immediately declare all payments under the Agreement pursuant to Section 5.04 and Section 5.07 5.03 thereof to be due and payable immediately, and upon any such declaration such payments shall become immediately due and 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, and the Paying Agent, the Bank and the Remarketing 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. 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, (i) 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 of the Bonds has become due and payable, all arrears of interest upon the Bonds are paidpaid by the Issuer, and the Company Issuer also performs all other things in respect to which it may have been in default hereunder or under the Agreement and pays the reasonable charges of the Trustee and the Bondholders, including reasonable and necessary attorneys' and agents' ’ fees and all other amounts due the Trustee pursuant to Section 12.4 hereof and the Agreementexpenses, then, and in every such case, the owners of a majority in principal amount of the Bonds then Outstanding, by written notice to the Issuer and to the Trustee, may annul such acceleration and its consequences, and such annulment shall be binding upon the Trustee and upon all 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 AgentCollateral Trustee, the Remarketing 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. If 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 occurs and is continuingdescribed in SUBSECTIONS (c), (d) or (g) of SECTION 901 hereof, upon the occurrence of an Event of Default, the Trustee may, and upon (with i) the written consent of the Bank) may, and, upon request of the Bank or the owners Registered Owners of at least not less than 25% in aggregate principal amount of all Bonds then Outstanding, (ii) the written request of the Credit Facility Issuer, or with respect to (iii) the occurrence of an Event of Default under subsection 11.1(a)(ivdescribed in SUBSECTION (a), (b), (e) or (vf) of SECTION 901 hereof, the Trustee shall, by notice in writing to the Issuer, the Bank and the 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 declaration, the said principal, together with interest accrued thereon to the date of such declarationthereon, shall become due and payable immediately at the place of payment provided therein, anything in the this Indenture or in the Bonds to the contrary notwithstanding. Upon the occurrence of any acceleration hereunder, the Trustee shall immediately exercise such rights as it may have as the holder of the Note to declare all payments under the Agreement pursuant to Section 5.04 and Section 5.07 thereof thereunder to be due and payable immediately, and upon any such declaration such payments shall become immediately due and payable. Immediately after any acceleration hereunder, the Trustee, 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 Credit Facility. Immediately after any acceleration because of the occurrence of an Event of Default under SECTIONS 901(a), (b), (e) or (f), the Trustee shall notify in writing the Issuer, the Company, the Paying Agent, the Bank Borrower and the Remarketing Agent Credit Facility Issuer of the occurrence of such acceleration. Upon Within five days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail, postage prepaid, the owners Registered Owners of all Bonds then Outstanding of the 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, (i) 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 of the Bonds has become due and payable, all arrears of interest upon the Bonds are paidpaid by the Issuer, and the Company Issuer also performs all other things in respect to which it may have been in default hereunder or under the Agreement and pays the reasonable charges of the Trustee and the BondholdersRegistered Owners, including reasonable attorneys' and agents' fees and all other amounts due the Trustee pursuant to Section 12.4 hereof and the Agreementfees, then, and in every such case, the owners of a majority in principal amount of Credit Facility Issuer or the Bonds then OutstandingMajority Registered Owners, by written notice to the Issuer and to the Trustee, may annul such acceleration and its consequences, and such annulment shall be binding upon the Trustee and upon all owners Registered Owners of Bonds issued hereunder; provided provided, however, that there the Trustee shall be no annulment of not annul any declaration resulting from (A) any Event of Default specified in subsection 11.1(a)(iv) acceleration without the prior written consent of the BankCredit 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. Notwithstanding the foregoing, the Trustee shall not annul any acceleration which consent shall include written notice that the Bank has rescinded such Event of Default, and (B) any resulted from an 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) Facility unless the Trustee has received written notice from the Bank that the Letter of Credit Facility has been fully reinstated. No such annulment shall extend reinstated in accordance with its terms to or affect any subsequent Default or impair any right or remedy consequent thereonan 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 Bondholders Registered Owners received by it pursuant to this paragraph to the CompanyBorrower. Immediately upon such annulment, the Trustee shall cancel, by notice to the CompanyBorrower, any demand for prepayment payment of all amounts due under the Agreement Note 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 BondholdersSECTION 902.

Acceleration and Annulment Thereof. If 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 occurs and is continuingdescribed in subsections (c), (d) or (g) of Section 901 hereof, upon the occurrence of an Event of Default, the Credit Facility Trustee may, and upon (with i) the written consent of the Bank) may, and, upon request of the Bank or the owners Registered Owners of at least not less than 25% in aggregate principal amount of all Bonds then Outstanding, (ii) the written request of the Credit Facility Issuer, if any, or with respect to (iii) the occurrence of an Event of Default under described in subsection 11.1(a)(iv(a), (b), (e), (f) or (vh) (but with regard to (h) only if the Issuer declares in writing the same to be an Event of Default and requests that the entire unpaid principal amount of and interest on the Bonds to be immediately due and payable) of Section 901 hereof, the Credit Facility Trustee shall, by notice in writing to the Issuer, the Bank Issuer and the CompanyTrustee, declare the entire unpaid principal of all and interest on the Bonds then Outstanding to be immediately due and payable; and upon such declaration declaration, the said principal, together with interest accrued thereon to the date of such declarationthereon, shall become due and payable immediately at the place of payment provided therein, anything in the this Indenture or in the Bonds to the contrary notwithstanding. Upon the occurrence of any acceleration hereunder, the Trustee shall notify the Credit Facility Trustee of the amount of the accelerated principal and interest due and payable and the Credit Facility Trustee shall immediately direct the Trustee to exercise such rights as it may have as the registered owner of the Note to declare all payments under the Agreement pursuant to Section 5.04 and Section 5.07 thereof thereunder to be due and payable immediately, and upon any such declaration such payments shall become immediately due and payable. Immediately after any acceleration hereunder, the Trustee, 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 Credit Facility. Immediately after any acceleration because of the occurrence of an Event of Default under Sections 901(a), (b), (e), (f) or (h), the Credit Facility Trustee shall notify in writing the Issuer, the CompanyTrustee, the Paying Agent, the Bank Borrower and the Remarketing Agent Credit Facility Issuer of the occurrence of such acceleration. Upon Within five days of the occurrence of any acceleration hereunder, the Trustee shall notify by first class mail, postage prepaid, the owners Registered Owners of all Bonds then Outstanding of the 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, (i) 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 of the Bonds has become due and payable, (i) all arrears of interest upon the Bonds are paidpaid by the Issuer (solely out of the Trust Estate), and (ii) the Company Issuer also performs all other things in respect to which it may have been in default hereunder or under the Agreement and pays the reasonable charges of the Trustee, the Credit Facility Trustee and the BondholdersRegistered Owners, including reasonable attorneys' fees, and agents' fees and all other amounts due (iii) in case of an Event of Default described in Section 901(e) hereof, the Trustee pursuant to Section 12.4 hereof and the AgreementCredit 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 owners of a majority in principal amount of Credit Facility Issuer or the Bonds then OutstandingMajority Registered Owners, by written notice to the Issuer Issuer, the Credit Facility Trustee and to the Trustee, may annul such acceleration and its consequences, and such annulment shall be binding upon the Trustee, the Credit Facility Trustee and upon all owners Registered Owners of Bonds issued hereunder; provided provided, however, that there the Trustee and the Credit Facility Trustee shall be no annulment of not annul any declaration resulting from (A) any Event of Default specified in subsection 11.1(a)(iv) acceleration without the prior written consent of the BankCredit 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. Notwithstanding the foregoing, the Trustee and the Credit Facility Trustee shall not annul any acceleration which consent shall include written notice that the Bank has rescinded such Event of Default, and (B) any resulted from an 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) Facility unless the Trustee has and the Credit Facility Trustee have received written notice from the Bank that the Letter of Credit Facility has been fully reinstated. No such annulment shall extend reinstated in accordance with its terms to or affect any subsequent Default or impair any right or remedy consequent thereonan 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 Bondholders Registered Owners received by it pursuant to this paragraph to the CompanyBorrower. Immediately upon such annulment, the Credit Facility Trustee shall cancel, by notice to the CompanyBorrower, any demand for prepayment payment of all amounts due under the Agreement Note made by the Credit Facility 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 BondholdersSection 902.