Common use of Mandatory Purchase Clause in Contracts

Mandatory Purchase. (a) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry system, without any action required on the part of the Holders or Beneficial Owners. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3) Business Days thereafter, the Fund, or the Tender and Paying Agent at the direction of the Fund (provided, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary shall be conclusively presumed to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurred. (c) In the event that VRDP Shares are issued in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or prior to the Mandatory Purchase Date, the Holder and Beneficial Owner(s) of such VRDP Shares will not be entitled to any payment (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares shall be deemed to be delivered to the Tender and Paying Agent, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificates.

Mandatory Purchase. (a) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry systemsystem in accordance with the applicable procedures of the Securities Depository, without any action required on the part of the Holders or Beneficial Owners. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3) Business Days thereafter, the Fund, or the Tender and Paying Agent at the direction of the Fund (provided, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary Statement of Preferences shall be conclusively presumed to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurred. (c) In the event that VRDP Shares are issued in certificated form outside the book-entry system of the Securities Depository and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or prior to the Mandatory Purchase Date, the Holder and Beneficial Owner(s) of such VRDP Shares will not be entitled to any payment (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares shall be deemed to be delivered to the Tender and Paying Agent, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser a replacement VRDP Shares certificatescertificate in lieu of such undelivered VRDP Shares.

Mandatory Purchase. (a) VRDP Shares are Bonds shall be subject to Mandatory Purchase by mandatory purchase at a purchase price equal to 100% of the Liquidity Provider principal amount thereof upon the occurrence of any of the events stated below: (i) as to any Bond, on the effective date of any change in or adjustment to a Mandatory Purchase EventRate Period with respect to such Bond, including the effective date of a continuation of a Term Interest Rate Period; or (ii) as to each Bond in a Flexible Interest Rate Period, on the Business Day next succeeding the last day of any Flexible Segment with respect to such Bond. So long If the amount required by the next preceding sentence is not paid when due as the VRDP Shares are in book-entry formpurchase price for any Bond (thereby giving rise to an Event of Default pursuant to Section 9.01(c) hereof), any Mandatory Purchase will be effected automatically through the book-entry systemsubsequent payment thereafter in respect of such purchase price shall include, without any action required on the part in addition to 100% of the Holders or Beneficial Ownersprincipal amount of such Bond, accrued interest from the last Interest Payment Date. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3When Bonds are subject to redemption pursuant to Section 4.02(b)(iii) Business Days thereafterhereof, the Fund, or the Tender and Paying Agent Bonds shall also be subject to mandatory purchase in lieu of redemption at the direction a purchase price equal -31- Port of Xxxxxx Series 1998A Trust Indenture to 100% of the Fund principal amount thereof plus an amount equal to any premium that would have been payable upon such redemption had the Bonds been redeemed, as follows: (provided, that i) If the Tender Bonds are called for redemption pursuant to Section 4.02(b)(iii) hereof and Paying Agent may require up if the Company gives notice to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than Trustee on or before the Business Day immediately preceding prior to the termination redemption date that the Company elects to have the Bonds purchased in lieu of redemption, all or any portion of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under Bonds that the Articles Supplementary shall be conclusively presumed Company elects to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically purchase shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price mandatory purchase on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurredsuch redemption date. (cii) In If the event Company shall give notice of a Change of Credit Facility pursuant to Section 4.07(b) of the Agreement, all of the Bonds shall be subject to mandatory purchase on the date set forth in such notice, which shall be a date that VRDP Shares is on or before the effective date of such Change of Credit Facility. If the Bonds are issued purchased in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, lieu of redemption on or prior to the Mandatory Purchase applicable Record Date, the Holder and Beneficial Owner(s) purchase price shall include accrued interest from the Interest Payment Date next preceding the date of such VRDP Shares will not be entitled purchase to any payment the date of purchase (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than unless the Purchase Price date of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares purchase shall be deemed to an Interest Payment Date, in which case the purchase price shall be delivered equal to the Tender and Paying Agentamount specified in the preceding sentence). If the Bonds are purchased in lieu of redemption after such Record Date, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, price shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificatesinclude accrued interest.

Mandatory Purchase. (a) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry system, without any action required on the part of the Holders or Beneficial Owners. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3) Business Days thereafter, the Fund, or the Tender and Paying Agent at the direction of the Fund (provided, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary Certificate of Designation shall be conclusively presumed to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurred. (c) In the event that VRDP Shares are issued in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or prior to the Mandatory Purchase Date, the Holder and Beneficial Owner(s) of such VRDP Shares will not be entitled to any payment (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares shall be deemed to be delivered to the Tender and Paying Agent, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificates.

Mandatory Purchase. This Certificate (ai) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry system, without any action required on the part of the Holders or Beneficial Owners. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3) Business Days thereafter, the Fund, or the Tender and Paying Agent at the direction of the Fund (provided, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary shall be conclusively presumed to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory mandatory purchase on each Conversion Date, at a purchase price equal to the Principal Amount of the Certificate on the Purchase by Date; (ii) shall be subject to mandatory purchase upon Swap Provider Default (but only if the Liquidity Provider Facility is in effect in accordance with its terms), upon replacement of the Swap Agreement with an Alternate Swap Agreement, at a purchase price equal to the Purchase Price (as defined in the Trust Agreement); (iii) shall be purchased or deemed purchased upon termination or expiration of the term of the Liquidity Facility, as provided in the Trust Agreement, if the Liquidity Facility shall not have been renewed or replaced by an Alternate Liquidity Facility at least ten Business Days prior to such termination or expiration, or if the Trustee has not received the Rating Confirmation Notice (as defined in the Trust Agreement) required by Section 9.4(b) of the Trust Agreement on the Mandatory Purchase Datefifth Business Day next preceding any such termination or expiration of the Liquidity Facility, including any VRDP Shares tendered pursuant at a purchase price equal to an Optional Tender or Mandatory Tender for the Principal Amount hereof plus Interest, if any, which would have been distributable hereon to the Purchase Date has if such date were a Certificate Interest Payment Date; and (iv) shall be subject to mandatory purchase at a price equal to the Principal Amount of this Certificate on the last day of each Flex Rate Period. Notice of Conversion Dates. A Notice of Conversion of Interest Rate Mode will be sent by the Trustee to the Certificateholder by first-class mail, postage prepaid, at least 15 days but not yet occurred. (c) In the event that VRDP Shares are issued in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or less than 10 days prior to the Mandatory Purchase Conversion Date, stating that the Holder Interest Rate Mode will be converted and Beneficial Owner(s) of such VRDP Shares what the new Interest Rate Mode will not be entitled and, if the Conversion is to any payment (including any accumulated but unpaid dividends thereonthe Flex Rate Mode, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as end of the scheduled Purchase Flex Rate period; the Conversion Date. Any such undelivered VRDP Shares shall ; the Certificate Interest Payment Date and Record Date; the maximum rate of interest available under the Liquidity Facility; and that the Certificate will be deemed subject to be delivered to mandatory purchase on the Tender and Paying Agent, and Conversion Date in accordance with the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificatesTrust Agreement.

Mandatory Purchase. The Bonds are subject to mandatory tender for purchase to the Tender Agent on (a) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry system, without any action required on the part of the Holders or Beneficial Owners. Conversion Date and (b) Promptly following on the occurrence date of delivery of a Mandatory Purchase EventSubstitute Letter of Credit (as defined in the Indenture) to the Trustee (the “Substitution Date”), and in any event within three each case at a purchase price equal to the principal amount thereof plus accrued interest. Any of the Bonds not delivered to the Tender Agent at or before 10:00 a.m., New York City time, on the Conversion Date or the Substitution Date, as the case may be (3) Business Days thereafter“Undelivered Bonds”), for which there has been irrevocably deposited in trust with the Fund, Trustee or the Tender and Paying Agent at an amount of money sufficient to pay the direction of the Fund (providedpurchase price, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary shall be conclusively presumed deemed to have been duly given, whether purchased at such purchase price and interest on such Undelivered Bonds shall cease to accrue as of such Conversion Date or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price on the Mandatory Purchase Substitution Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which as the Purchase Date has not yet occurred. (c) In the event that VRDP Shares are issued in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or prior to the Mandatory Purchase Datecase may be. Thereafter, the Holder and Beneficial Owner(s) Owners of such VRDP Shares will Undelivered Bonds shall not be entitled to any payment (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as payment of the scheduled Purchase Date. Any purchase price for such undelivered VRDP Shares shall be deemed to be delivered Undelivered Bonds upon surrender thereof to the Tender Agent and Paying Agentsuch Undelivered Bonds shall no longer be outstanding and entitled to the benefits of the Indenture. Extraordinary Redemption, and The Bonds are callable for redemption in the Tender and Paying Agent event (1) the Project Facilities (as defined in the Indenture) or any portion thereof is damaged or destroyed or taken in a condemnation proceeding or a deed of all or any part thereof is given in lieu of condemnation, as provided in Section 6.04 of the Loan Agreement, or (2) the Company shall place stop transfer orders against exercise its option to cause the undelivered VRDP SharesBonds to be redeemed for any reason as provided in Section 9.02 of the Loan Agreement. Any moneys held If called for redemption at any time pursuant to (1) or (2) above, the Bonds shall be subject to redemption by the Tender and Paying Agent for the purchase Authority on any Interest Payment Date, in whole or in part, at a redemption price of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit one hundred percent (100%) of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue principal amount thereof plus accrued interest to the purchaser replacement VRDP Shares certificatesredemption date.

Mandatory Purchase. (a) VRDP Shares are Bonds shall be subject to Mandatory Purchase by mandatory purchase at a purchase price equal to 100% of the Liquidity Provider principal amount thereof upon the occurrence of any of the events stated below: (i) as to any Bond, on the effective date of any change in or adjustment to a Mandatory Purchase EventRate Period with respect to such Bond, including the effective date of a continuation of a Term Interest Rate Period; or (ii) as to each Bond in a Flexible Interest Rate Period, on the Business Day next succeeding the last day of any Flexible Segment with respect to such Bond. So long If the amount required by the next preceding sentence is not paid when due as the VRDP Shares are in book-entry formpurchase price for any Bond (thereby giving rise to an Event of Default pursuant to Section 9.01(c) hereof), any Mandatory Purchase will be effected automatically through the book-entry systemsubsequent payment thereafter in respect of such purchase price shall include, without any action required on the part in addition to 100% of the Holders or Beneficial Ownersprincipal amount of such Bond, accrued interest from the last Interest Payment Date. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3When Bonds are subject to redemption pursuant to Section 4.02(b)(iii) Business Days thereafterhereof, the Fund, or the Tender and Paying Agent Bonds shall also be subject to mandatory purchase in lieu of redemption at the direction a purchase price equal -31- Forsyth Series 1998B Trust Indenture to 100% of the Fund principal amount thereof plus an amount equal to any premium that would have been payable upon such redemption had the Bonds been redeemed, as follows: (provided, that i) If the Tender Bonds are called for redemption pursuant to Section 4.02(b)(iii) hereof and Paying Agent may require up if the Company gives notice to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than Trustee on or before the Business Day immediately preceding prior to the termination redemption date that the Company elects to have the Bonds purchased in lieu of redemption, all or any portion of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under Bonds that the Articles Supplementary shall be conclusively presumed Company elects to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically purchase shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price mandatory purchase on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurredsuch redemption date. (cii) In If the event Company shall give notice of a Change of Credit Facility pursuant to Section 4.07(b) of the Agreement, all of the Bonds shall be subject to mandatory purchase on the date set forth in such notice, which shall be a date that VRDP Shares is on or before the effective date of such Change of Credit Facility. If the Bonds are issued purchased in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, lieu of redemption on or prior to the Mandatory Purchase applicable Record Date, the Holder and Beneficial Owner(s) purchase price shall include accrued interest from the Interest Payment Date next preceding the date of such VRDP Shares will not be entitled purchase to any payment the date of purchase (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than unless the Purchase Price date of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares purchase shall be deemed to an Interest Payment Date, in which case the purchase price shall be delivered equal to the Tender and Paying Agentamount specified in the preceding sentence). If the Bonds are purchased in lieu of redemption after such Record Date, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, price shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificatesinclude accrued interest.

Mandatory Purchase. (a) VRDP Shares are Bonds shall be subject to Mandatory Purchase by mandatory purchase at a purchase price equal to 100% of the Liquidity Provider principal amount thereof upon the occurrence of any of the events stated below: (i) as to any Bond, on the effective date of any change in or adjustment to a Mandatory Purchase EventRate Period with respect to such Bond, including the effective date of a continuation of a Term Interest Rate Period; or -31- Forsyth Series 1998A Trust Indenture (ii) as to each Bond in a Flexible Interest Rate Period, on the Business Day next succeeding the last day of any Flexible Segment with respect to such Bond. So long If the amount required by the next preceding sentence is not paid when due as the VRDP Shares are in book-entry formpurchase price for any Bond (thereby giving rise to an Event of Default pursuant to Section 9.01(c) hereof), any Mandatory Purchase will be effected automatically through the book-entry systemsubsequent payment thereafter in respect of such purchase price shall include, without any action required on the part in addition to 100% of the Holders or Beneficial Ownersprincipal amount of such Bond, accrued interest from the last Interest Payment Date. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3When Bonds are subject to redemption pursuant to Section 4.02(b)(iii) Business Days thereafterhereof, the Fund, or the Tender and Paying Agent Bonds shall also be subject to mandatory purchase in lieu of redemption at the direction a purchase price equal to 100% of the Fund principal amount thereof plus an amount equal to any premium that would have been payable upon such redemption had the Bonds been redeemed, as follows: (provided, that i) If the Tender Bonds are called for redemption pursuant to Section 4.02(b)(iii) hereof and Paying Agent may require up if the Company gives notice to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than Trustee on or before the Business Day immediately preceding prior to the termination redemption date that the Company elects to have the Bonds purchased in lieu of redemption, all or any portion of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under Bonds that the Articles Supplementary shall be conclusively presumed Company elects to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically purchase shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price mandatory purchase on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurredsuch redemption date. (cii) In If the event Company shall give notice of a Change of Credit Facility pursuant to Section 4.07(b) of the Agreement, all of the Bonds shall be subject to mandatory purchase on the date set forth in such notice, which shall be a date that VRDP Shares is on or before the effective date of such Change of Credit Facility. If the Bonds are issued purchased in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, lieu of redemption on or prior to the Mandatory Purchase applicable Record Date, the Holder and Beneficial Owner(s) purchase price shall include accrued interest from the Interest Payment Date next preceding the date of such VRDP Shares will not be entitled purchase to any payment the date of purchase (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than unless the Purchase Price date of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares purchase shall be deemed to an Interest Payment Date, in which case the purchase price shall be delivered equal to the Tender and Paying Agentamount specified in the preceding sentence). If the Bonds are purchased in lieu of redemption after such Record Date, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, price shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser replacement VRDP Shares certificatesinclude accrued interest.

Mandatory Purchase. (a) VRDP Shares are subject to Mandatory Purchase by the Liquidity Provider upon the occurrence of a Mandatory Purchase Event. So long as the VRDP Shares are in book-entry form, any Mandatory Purchase will be effected automatically through the book-entry system, without any action required on the part of the Holders or Beneficial Owners. (b) Promptly following the occurrence of a Mandatory Purchase Event, and in any event within three (3) Business Days thereafter, the Fund, or the Tender and Paying Agent at the direction of the Fund (provided, that the Tender and Paying Agent may require up to two (2) Business Days prior notification by Electronic Means by the Fund) shall provide a Mandatory Purchase Notice by Electronic Means to Holders and the Liquidity Provider, specifying a Mandatory Purchase Date for all Outstanding VRDP Shares. The Mandatory Purchase Date shall not be later than seven (7) days following the date a Mandatory Purchase Notice is sent to Holders by Electronic Means, and in any event shall be not later than the Business Day immediately preceding the termination of the VRDP Shares Purchase Agreement. Any notice given in respect of a Mandatory Purchase under the Articles Supplementary shall be conclusively presumed to have been duly given, whether or not the Holders receive such notice. Upon the occurrence of a Mandatory Purchase Event, all Outstanding VRDP Shares automatically shall be subject to Mandatory Purchase by the Liquidity Provider at the Purchase Price on the Mandatory Purchase Date, including any VRDP Shares tendered pursuant to an Optional Tender or Mandatory Tender for which the Purchase Date has not yet occurred. (c) In the event that VRDP Shares are issued in certificated form and a Holder fails to deliver such VRDP Shares to which a Mandatory Purchase relates, on or prior to the Mandatory Purchase Date, the Holder and Beneficial Owner(s) of such VRDP Shares will not be entitled to any payment (including any accumulated but unpaid dividends thereon, whether or not earned or declared) other than the Purchase Price of such undelivered VRDP Shares as of the scheduled Purchase Date. Any such undelivered VRDP Shares shall be deemed to be delivered to the Tender and Paying Agent, and the Tender and Paying Agent shall place stop transfer orders against the undelivered VRDP Shares. Any moneys held by the Tender and Paying Agent for the purchase of undelivered VRDP Shares shall be held in a separate account, shall not be invested, and shall be held for the exclusive benefit of the Holder of such undelivered VRDP Shares. The undelivered VRDP Shares shall be deemed to be no longer Outstanding (except as to entitlement to payment of the Purchase Price), and the Fund will issue to the purchaser a replacement VRDP Shares certificatescertificate in lieu of such undelivered VRDP Shares.