Common use of Delivery of Certificates of Pledged Collateral Clause in Contracts

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 Date and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T S Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments Securities as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T S Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments Securities between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 29 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T R Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments Securities as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T R Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments Securities between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T U Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T U Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.

Delivery of Certificates of Pledged Collateral. (a) On each of the following: (i) the Closing Date, (ii) within 15 Business Days of the end of each of the Borrower’s fiscal quarters (August 31, November 30, February 28 and May 31), and (iii) each time money is advanced under a Bond, the Borrower shall deliver, and from time to time the Borrower may deliver, a Certificate of Pledged Collateral to the Collateral Agent and RUS, showing that the aggregate principal amount of Pledged Collateral specified in Schedule A thereto that have been delivered to the Collateral Agent as of the last day of the most recent month ended more than 10 Business Days before the date thereof shall at least equal the aggregate principal amount of the Bonds outstanding, or to be outstanding after any such advance, at the date thereof. At the time of delivery of a Certificate of Pledged Collateral, the Borrower shall deliver to the Collateral Agent all Pledged Collateral specified in such certificate that are not already deposited with the Collateral Agent accompanied by the appropriate instruments of transfer executed in blank and in a form satisfactory to the Collateral Agent and by such other instruments and documents as the Collateral Agent may reasonably request. The Borrower acknowledges and agrees that it is pledging the Pledged Collateral to RUS to reimburse RUS for all payments made, and expenses incurred, by RUS under the Reimbursement Notes, including any and all principal, interest and fees accruing thereunder, and any additional fees incurred by RUS in connection with RUS exercising its rights and remedies under the Consolidated Bond Guarantee Agreement and this Pledge Agreement upon the occurrence of an Event of Default (as defined in Section 10.1 of the Consolidated Bond Guarantee Agreement). All Pledged Collateral deposited with the Collateral Agent that were previously Pledged Collateral, but that is no longer specified in the Certificate of Pledged Collateral most recently delivered, shall, at the Borrower’s expense and pursuant to a Borrower Order, be returned by the Collateral Agent to the Borrower. (b) Each time that the Borrower requests an advance under a Bond, the Borrower is required to submit to RUS Schedule A to the Certificate of Pledged Collateral (i) no more than ninety (90) days and (ii) no less than ten (10) Business Days prior to the date of the requested advance. RUS shall have, in its sole discretion, the right to reject any Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral by providing written notice of such rejection to the Borrower within fourteen (14) Business Days of RUS’s receipt of such Schedule. Schedule A to the Certificate of Pledged Collateral will be deemed to have been approved by RUS in the event that RUS does not reject any Pledged Collateral listed thereon by written notice within fourteen (14) Business Days of its receipt of such Schedule. (c) In the event that RUS rejects any portion of the Pledged Collateral listed on Schedule A to the Certificate of Pledged Collateral pursuant to Section 2.02 (b) above, the Borrower shall have thirty (30) days to replace, substitute or withdraw the Pledged Collateral and replace the Pledged Collateral with Pledged Collateral to be approved or deemed approved by RUS pursuant to Section 2.02(b) above. Notwithstanding the foregoing, Borrower will make all reasonable attempts to replace any Pledged Collateral rejected by RUS prior to an advance. RUS shall not be required to process an advance request until it is reasonably satisfied that Borrower has made or will make attempts to replace any such rejected Pledged Collateral. (d) Each time that the Borrower requests an advance under the Series T P Bond, the Borrower shall provide at the time of the requested advance, written evidence satisfactory to RUS that the aggregate principal amount outstanding under the Pledged Instruments Securities as of the advance request date exceeds the aggregate amount of scheduled future principal payments on the Bonds (including the requested advance of the Series T P Bond); provided, however, that RUS, in its sole discretion, may reject an advance request in the event that a material adverse change has occurred in the financial condition of the Borrower or in the value of the Pledged Instruments Securities between the Closing Date and the applicable requested advance date. (e) In the event the Borrower becomes aware of material physical damage to, or destruction of, Pledged Instruments deposited with the Collateral Agent, the Borrower shall notify RUS by no later than the end of the following business day. The Borrower will prepare and have executed replacement notes for such Pledged Instruments and provide the executed replacement notes to the Collateral Agent within sixty (60) days after notice that any Pledged Instruments have been damaged or destroyed. In the event the Borrower does not replace such Pledged Instruments within sixty (60) days, RUS may, at its sole discretion, suspend all advances of funds until sufficient collateral is deposited with the Collateral Agent in accordance with the terms of this Pledge Agreement.