Common use of CLASS REMITTANCE RATE Clause in Contracts

CLASS REMITTANCE RATE. DETERMINING THE CLASS REMITTANCE RATE FOR THE POOL II AUCTION RATE CERTIFICATES. By purchasing Pool II Auction Rate Certificates, whether in an Auction or otherwise, each purchaser of the Pool II Auction Rate Certificates, or its Broker-Dealer, must agree and shall be deemed by such purchase to have agreed (i) to participate in Auctions on the terms described herein, (ii) to have its beneficial ownership of the Pool II Auction Rate Certificates maintained at all times in Book-Entry Form for the account of its Participant, which in turn will maintain records of such beneficial ownership and (iii) to authorize such Participant to disclose to the Auction Agent such information with respect to such beneficial ownership as the Auction Agent may request. So long as the ownership of a Class of Pool II Auction Rate Certificates is maintained in Book-Entry Form, an Existing Certificateholder may sell, transfer or otherwise dispose of Pool II Auction Rate Certificates only pursuant to a Bid or Sell Order placed in an Auction or otherwise sell, transfer or dispose of Pool II Auction Rate Certificates through a Broker-Dealer, provided that, in the case of all transfers other than pursuant to Auctions, such Existing Certificateholder, its Broker-Dealer or its Participant advises the Auction Agent of such transfer. Auctions shall be conducted on each Auction Date, if there is an Auction Agent on such Auction Date, in the following manner:

CLASS REMITTANCE RATE. DETERMINING THE CLASS REMITTANCE RATE FOR THE POOL II AUCTION RATE CERTIFICATESSECTION 2.1.1. Determining the Class Remittance Rate for the Auction Rate Certificates. By purchasing Pool II Auction Rate Certificates, whether in an Auction or otherwise, each purchaser of the Pool II Auction Rate Certificates, or its Broker-Dealer, must agree and shall be deemed by such purchase to have agreed (i) to participate in Auctions on the terms described herein, (ii) to have its beneficial ownership of the Pool II Auction Rate Certificates maintained at all times in Book-Entry Form for the account of its Participant, which in turn will maintain records of such beneficial ownership and (iii) to authorize such Participant to disclose to the Auction Agent such information with respect to such beneficial ownership as the Auction Agent may request. So long as the ownership of a Class of Pool II Auction Rate Certificates is maintained in Book-Entry Form, an Existing Certificateholder may sell, transfer or otherwise dispose of Pool II Auction Rate Certificates only pursuant to a Bid or Sell Order placed in an Auction or otherwise sell, transfer or dispose of Pool II Auction Rate Certificates through a Broker-Dealer, provided that, in the case of all transfers other than pursuant to Auctions, such Existing Certificateholder, its Broker-Dealer or its Participant advises the Auction Agent of such transfer. Auctions shall be conducted on each Auction Date, if there is an Auction Agent on such Auction Date, in the following manner: (i) Prior to the Submission Deadline on each Auction Date relating to a Class of the Auction Rate Certificates: (A) each Existing Certificateholder of the applicable Class of Auction Rate Certificates may submit to a Broker-Dealer by telephone or otherwise any information as to: (1) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, owned by such Existing Certificateholder which such Existing Certificateholder desires to continue to own without regard to the Class Remittance Rate for the next succeeding Auction Period; (2) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, which such Existing Certificateholder offers to sell if the Class Remittance Rate for the next succeeding Auction Period shall be less than the rate per annum specified by such Existing Certificateholder; and/or (3) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, owned by such Existing Certificateholder which such Existing Certificateholder offers to sell without regard to the Class Remittance Rate for the next succeeding Auction Period; and (B) one or more Broker-Dealers may contact Potential Certificateholders to determine the principal amount of Auction Rate Certificates of such Class which each Potential Certificateholder offers to purchase, if the Class Remittance Rate for the next succeeding Auction Period shall not be less than the rate per annum specified by such Potential Certificateholder. The statement of an Existing Certificateholder or a Potential Certificateholder referred to in (A) or (B) of this paragraph (i) is herein referred to as an "Order," and each Existing Certificateholder and each Potential Certificateholder placing an Order is herein referred to as a "Bidder"; an Order described in clause (A)(1) is herein referred to as a "Hold Order"; an Order described in clauses (A)(2) and (B) is herein referred to as a "Bid"; and an Order described in clause (A)(3) is herein referred to as a "Sell Order." (ii) (A) Subject to the provisions of Section 2.1.1(b) hereof, a Bid by an Existing Certificateholder shall constitute an irrevocable offer to sell: (1) the principal amount of Outstanding Auction Rate Certificates specified in such Bid if the Class Remittance Rate determined as provided in this Section 2.1.1 shall be less than the rate specified therein; or (2) such principal amount, or a lesser principal amount of Outstanding Auction Rate Certificates to be determined as set forth in Section 2.1.1(d)(i)(D) hereof, if the Class Remittance Rate determined as provided in this Section 2.1.1 shall be equal to the rate specified therein; or (3) such principal amount, or a lesser principal amount of outstanding Auction Rate Certificates to be determined as set forth in Section 2.1.1(d)(ii)(C) hereof, if the rate specified therein shall be higher than the Class Remittance Rate and Sufficient Bids have not been made.

CLASS REMITTANCE RATE. SECTION 2.1.1. DETERMINING THE CLASS REMITTANCE RATE FOR THE POOL II AUCTION RATE CERTIFICATES. By purchasing Pool II Auction Rate Certificates, whether in an Auction or otherwise, each purchaser of the Pool II Auction Rate Certificates, or its Broker-Dealer, must agree and shall be deemed by such purchase to have agreed (i) to participate in Auctions on the terms described herein, (ii) to have its beneficial ownership of the Pool II Auction Rate Certificates maintained at all times in Book-Entry Form for the account of its Participant, which in turn will maintain records of such beneficial ownership and (iii) to authorize such Participant to disclose to the Auction Agent such information with respect to such beneficial ownership as the Auction Agent may request. So long as the ownership of a the Class of Pool II Auction Rate Certificates is maintained in Book-Entry Form, an Existing Certificateholder may sell, transfer or otherwise dispose of Pool II Auction Rate Certificates only (i) pursuant to a Bid or Sell Order placed in an Auction or (ii) otherwise sell, transfer or dispose of Pool II Auction Rate Certificates through a Broker-Dealer, provided that, in the case of all transfers other than pursuant to Auctions, such Existing Certificateholder, its Broker-Dealer or its Participant advises the Auction Agent of such transfer. Auctions shall be conducted on each Auction Date, if there is an Auction Agent on such Auction Date, in the following manner: (i) Prior to the Submission Deadline on each Auction Date relating to a Class of the Auction Rate Certificates: (A) each Existing Certificateholder of the Class of Auction Rate Certificates may submit to a Broker-Dealer by telephone or otherwise any information as to: (1) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, owned by such Existing Certificateholder which such Existing Certificateholder desires to continue to own without regard to the Class Remittance Rate for the next succeeding Auction Period; (2) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, which such Existing Certificateholder offers to sell if the Class Remittance Rate for the next succeeding Auction Period shall be less than the rate per annum specified by such Existing Certificateholder; and/or (3) the principal amount of Outstanding Auction Rate Certificates of such Class, if any, owned by such Existing Certificateholder which such Existing Certificateholder offers to sell without regard to the Class Remittance Rate for the next succeeding Auction Period; and (B) one or more Broker-Dealers may contact Potential Certificateholders to determine the principal amount of Auction Rate Certificates of such Class which each Potential Certificateholder offers to purchase, if the Class Remittance Rate for the next succeeding Auction Period shall not be less than the rate per annum specified by such Potential Certificateholder. The statement of an Existing Certificateholder or a Potential Certificateholder referred to in (A) or (B) of this paragraph (i) is herein referred to as an "Order," and each Existing Certificateholder and each Potential Certificateholder placing an Order is herein referred to as a "Bidder"; an Order described in clause (A)(1) is herein referred to as a "Hold Order"; an Order described in clauses (A)(2) and (B) is herein referred to as a "Bid"; and an Order described in clause (A)(3) is herein referred to as a "Sell Order." (ii) (A) Subject to the provisions of Section 2.1.1(b) hereof, a Bid by an Existing Certificateholder shall constitute an irrevocable offer to sell: (1) the principal amount of Outstanding Auction Rate Certificates specified in such Bid if the Class Remittance Rate determined as provided in this Section 2.1.1 shall be less than the rate specified therein; or (2) such principal amount, or a lesser principal amount of Outstanding Auction Rate Certificates to be determined as set forth in Section 2.1.1(d)(i)(D) hereof, if the Class Remittance Rate determined as provided in this Section 2.1.1 shall be equal to the rate specified therein; or (3) such principal amount, or a lesser principal amount of outstanding Auction Rate Certificates to be determined as set forth in Section 2.1.1(d)(ii)(C) hereof, if the rate specified therein shall be higher than the Class Remittance Rate and Sufficient Bids have not been made.