Common use of Auction Call Redemption Clause in Contracts

Auction Call Redemption. In accordance with the procedures set forth in Schedule C (the “Auction Procedures”), the Collateral Manager shall, at the expense of the Co-Issuers, conduct an auction (the “Auction”) of all the Collateral Debt Securities if, on or prior to the Distribution Date occurring in November 2015, the Notes have not been redeemed in full. The Auction shall be conducted not later than (a) the date that is ten (10) Business Days prior to the Distribution Date occurring in November 2015, and (b) if the Notes are not redeemed in full on such Distribution Date, each Distribution Date thereafter until all of the Collateral Debt Securities have been sold (each such date, an “Auction Date”). Notwithstanding the foregoing, the Collateral Manager shall not conduct an Auction on an Auction Date if an Auction was conducted on the preceding Auction Date and, due to market conditions, an Auction on such Auction Date is unlikely to be successful. Any of the Collateral Manager, the Preferred Shareholders, the Trustee or their respective Affiliates may, but shall not be required to, bid at the Auction. The Collateral Manager shall sell and transfer, or shall instruct the Trustee to sell and transfer, the Collateral Debt Securities to the highest bidder therefor (or the highest bidders therefor, in the event the pool of Collateral Debt Securities is divided and sold in Subpools) at the Auction; provided, that:

Auction Call Redemption. In accordance with the procedures set forth in Schedule C (the “Auction Procedures”), the Collateral Manager shall, at the expense of the Co-Issuers, conduct an auction (the “Auction”) of all the Collateral Debt Securities if, on or prior to the Distribution Date occurring in November April 2015, the Notes have not been redeemed in full. The Auction shall be conducted not later than (a) the date that is ten (10) Business Days prior to the Distribution Date occurring in November April 2015, and (b) if the Notes are not redeemed in full on such Distribution Date, each Distribution Date thereafter until all of the Collateral Debt Securities have been sold (each such date, an “Auction Date”). Notwithstanding the foregoing, the Collateral Manager shall not conduct an Auction on an Auction Date if an Auction was conducted on the preceding Auction Date and, due to market conditions, an Auction on such Auction Date is unlikely to be successful. Any of the Collateral Manager, the Preferred Shareholders, the Trustee or their respective Affiliates may, but shall not be required to, bid at the Auction. The Collateral Manager shall sell and transfer, or shall instruct the Trustee to sell and transfer, the Collateral Debt Securities to the highest bidder therefor (or the highest bidders therefor, in the event the pool of Collateral Debt Securities is divided and sold in Subpools) at the Auction; provided, that:

Auction Call Redemption. In accordance with the procedures set forth in Schedule C (the “Auction Procedures”), the Collateral Manager shall, at the expense of the Co-Issuers, conduct an auction (the “Auction”) of all the Collateral Debt Securities if, on or prior to the Distribution Date occurring in November August 2015, the Notes have not been redeemed in full. The Auction shall be conducted not later than (a) the date that is ten (10) Business Days prior to the Distribution Date occurring in November August 2015, and (b) if the Notes are not redeemed in full on such Distribution Date, each Distribution Date thereafter until all of the Collateral Debt Securities have been sold (each such date, an “Auction Date”). Notwithstanding the foregoing, the Collateral Manager shall not conduct an Auction on an Auction Date if an Auction was conducted on the preceding Auction Date and, due to market conditions, an Auction on such Auction Date is unlikely to be successful. Any of the Collateral Manager, the Preferred Shareholders, the Trustee or their respective Affiliates may, but shall not be required to, bid at the Auction. The Collateral Manager shall sell and transfer, or shall instruct the Trustee to sell and transfer, the Collateral Debt Securities to the highest bidder therefor (or the highest bidders therefor, in the event the pool of Collateral Debt Securities is divided and sold in Subpools) at the Auction; provided, that:

Auction Call Redemption. In accordance with the procedures set forth in Schedule C (the “Auction Procedures”), the Collateral Manager shall, at the expense of the Co-Issuers, conduct an auction (the “Auction”) of all the Collateral Debt Securities if, on or prior to the Distribution Date occurring in November 2015February 2016, the Notes have not been redeemed in full. The Auction shall be conducted not later than (a) the date that is ten (10) Business Days prior to the Distribution Date occurring in November 2015February 2016, and (b) if the Notes are not redeemed in full on such Distribution Date, each Distribution Date thereafter until all of the Collateral Debt Securities have been sold (each such date, an “Auction Date”). Notwithstanding the foregoing, the Collateral Manager shall not conduct an Auction on an Auction Date if an Auction was conducted on the preceding Auction Date and, due to market conditions, an Auction on such Auction Date is unlikely to be successful. Any of the Collateral Manager, the Preferred Shareholders, the Trustee or their respective Affiliates may, but shall not be required to, bid at the Auction. The Collateral Manager shall sell and transfer, or shall instruct the Trustee to sell and transfer, the Collateral Debt Securities to the highest bidder therefor (or the highest bidders therefor, in the event the pool of Collateral Debt Securities is divided and sold in Subpools) at the Auction; provided, that: