Common use of Rights Upon Event of Default Clause in Contracts

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders.

Rights Upon Event of Default. (a) As long as If an Event of Default under this Agreement remains unremediedshall have occurred and be continuing, the Trustee may, or if so requested in writing by Holders of not less than 50% Notes representing at least a majority of the outstanding principal amount (or notional principal amount) Outstanding Amount of the Notes of the Controlling Class, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and payable at par, together with accrued interest thereon and all other amounts due hereunder. Notwithstanding anything to the contrary in this paragraph, if an issue of Debt Securities to which such Event of Default relates mayspecified in Section 5.01(iv) or (v) shall occur and be continuing the Notes shall become immediately due and payable at par, together with accrued interest thereon and all other amounts payable hereunder, without any declaration or other act on the part of the Trustee or any Holder of the Notes. Payments on the Notes upon a declaration of acceleration of maturity pursuant to this Section shall be made in accordance with Section 2.07(c). (b) At any time after a declaration of acceleration of maturity has been made and before a judgment or decree for payment of the amount due has been obtained by the Trustee as hereinafter provided in this Article, the Holders of Notes representing a majority of the Outstanding Amount of the Notes of the Controlling Class, by written notice to Xxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities Issuer and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwiseTrustee, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration.such declaration and its consequences if: (di) Whenever the Issuer has paid or deposited with the Trustee a sum sufficient to pay: (A) all payments of principal of and interest on all Notes and all other amounts that would then be due hereunder or upon such Notes if the Event of Default giving rise to such acceleration had not occurred; and (B) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee and its agents and counsel and other amounts due and owing to the Trustee pursuant to Section 6.07; and (ii) all Events of Default, other than the nonpayment of the principal of the Notes that has become due solely by such acceleration, have been cured or waived as provided in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (Section 5.13. No such rescission shall affect any subsequent default or notional principal amount) of an issue of Debt Securities may take impair any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writingright consequent thereto.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As So long as no Insurer Default has occurred and is continuing, if an Event of Default under this Agreement remains unremediedshall have occurred and be continuing, Holders of not less than 50% then with the consent of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates mayInsurer, by written notice to Xxxxxxx Mac, declare such Debt Securities the Notes shall become immediately due and payable and accelerate at par, together with accrued interest thereon. The Trustee will have no discretion with respect to the maturity acceleration of the Notes under the foregoing circumstances. In the event of any such Debt Securities. Upon such accelerationacceleration of the Notes, the principal amount Trustee shall continue to be entitled to make claims under the Note Policy pursuant to Section 5.18 for Scheduled Payments on the Notes. Payments under the Note Policy following acceleration of such Debt Securities and the interest accrued thereon Notes shall be applied by the Trustee: (i) to Noteholders for amounts due and payableunpaid on the Notes for interest, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes for interest; and (ii) to each Class of Noteholders for amounts due and unpaid on such Class of Notes for principal, ratably, without preference or priority of any kind, according to amounts due and payable on the Notes for principal. (b) No Holder So long as no Insurer Default has any occurred and is continuing, in the event the Notes are accelerated due to an Event of Default, the Insurer shall have the right under this Agreement (in addition to institute any action or proceeding at law or its obligation to pay Scheduled Payments on the Notes in equity or in bankruptcy or otherwiseaccordance with the Note Policy), or for but not the appointment of a receiver or trusteeobligation, or for any other remedy, unless to elect: (i) to cause the Trustee or the Master Servicer, subject to Section 5.04, to sell or liquidate the Trust Estate, in whole or in part, on any date or dates following such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of acceleration as the continuance thereofInsurer, in its sole discretion, shall elect; or (ii) to pay Scheduled Payments on the Holders of not less than 50% of Notes in accordance with the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersNote Policy. (c) Prior to or after the institution If an Insurer Default shall have occurred and be continuing and an Event of any action or proceeding relating to an issue of Debt SecuritiesDefault shall have occurred and be continuing, the Trustee may, or if so requested in writing by Holders of not less than 50Notes representing at least 662/3% of the outstanding principal amount aggregate Outstanding Amount, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and payable at par, together with accrued interest thereon. Notwithstanding anything to the contrary in this paragraph (or notional principal amount) of such Debt Securities may waive c), if an Event of Default, whether Default specified in Section 5.01(iv) or not it (v) shall occur and be continuing when an Insurer Default has resulted in a declaration of an acceleration of the maturity of such Debt Securities, occurred and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver)continuing, the fact that Notes shall become immediately due and payable at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writingpar, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writingtogether with accrued interest thereon.

Rights Upon Event of Default. (a) As So long as no Insurer Default has occurred and is continuing, if an Event of Default under this Agreement remains unremediedshall have occurred and be continuing, Holders of not less than 50% then with the consent of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates mayInsurer, by written notice to Xxxxxxx Mac, declare such Debt Securities the Notes shall become immediately due and payable and accelerate at par, together with accrued interest thereon. The Trustee will have no discretion with respect to the maturity acceleration of the Notes under the foregoing circumstances. In the event of any such Debt Securities. Upon such accelerationacceleration of the Notes, the principal amount Trustee shall continue to be entitled to make claims under the Note Policy pursuant to Section 5.18 for Scheduled Payments on the Notes. Payments under the Note Policy following acceleration of such Debt Securities and the interest accrued thereon Notes shall be applied by the Trustee: (i) to Noteholders for amounts due and payableunpaid on the Notes for interest, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes for interest; (ii) to the Class A-1 Noteholders for amounts due and unpaid on such Class A-1 Notes for principal, ratably without preference of any kind, according to amounts due on the Class A-1 Notes for principal; and (iii) to each other Class of Noteholders for amounts due and unpaid on such Class of Notes for principal, ratably, without preference or priority of any kind, according to amounts due and payable on the Notes for principal. (b) No Holder So long as no Insurer Default has any occurred and is continuing, in the event the Notes are accelerated due to an Event of Default, the Insurer shall have the right under this Agreement (in addition to institute any action or proceeding at law or its obligation to pay Scheduled Payments on the Notes in equity or in bankruptcy or otherwiseaccordance with the Note Policy), or for but not the appointment of a receiver or trusteeobligation, or for any other remedy, unless to elect: (i) to cause the Trustee or the Master Servicer, subject to Section 5.04, to sell or liquidate the Trust Estate, in whole or in part, on any date or dates following such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of acceleration as the continuance thereofInsurer, in its sole discretion, shall elect; or (ii) to pay Scheduled Payments on the Holders of not less than 50% of Notes in accordance with the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersNote Policy. (c) Prior to or after the institution If an Insurer Default shall have occurred and be continuing and an Event of any action or proceeding relating to an issue of Debt SecuritiesDefault shall have occurred and be continuing, the Trustee may, or if so requested in writing by Holders of not less than 50Notes representing at least 66 2/3% of the outstanding principal amount aggregate Outstanding Amount, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and payable at par, together with accrued interest thereon. Notwithstanding anything to the contrary in this paragraph (or notional principal amount) of such Debt Securities may waive c), if an Event of Default, whether Default specified in Section 5.01(iv) or not it (v) shall occur and be continuing when an Insurer Default has resulted in a declaration of an acceleration of the maturity of such Debt Securities, occurred and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver)continuing, the fact that Notes shall become immediately due and payable at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writingpar, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writingtogether with accrued interest thereon.

Rights Upon Event of Default. (a) As So long as no Insurer Default has occurred and is continuing, if an Event of Default under this Agreement remains unremediedshall have occurred and be continuing, Holders of not less than 50% then with the consent of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates mayInsurer, by written notice to Xxxxxxx Mac, declare such Debt Securities the Notes shall become immediately due and payable and accelerate at par, together with accrued interest thereon. The Trustee will have no discretion with respect to the maturity acceleration of the Notes under the foregoing circumstances. In the event of any such Debt Securities. Upon such accelerationacceleration of the Notes, the principal amount Trustee shall continue to be entitled to make claims under the Note Policy pursuant to Section 5.18 for Scheduled Payments on the Notes. Payments under the Note Policy following acceleration of such Debt Securities and the interest accrued thereon Notes shall be applied by the Trustee: (i) to Noteholders for amounts due and payableunpaid on the Notes for interest, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes for interest; and (ii) to each Class of Noteholders for amounts due and unpaid on such Class of Notes for principal, ratably, without preference or priority of any kind, according to amounts due and payable on the Notes for principal. (b) No Holder So long as no Insurer Default has any occurred and is continuing, in the event the Notes are accelerated due to an Event of Default, the Insurer shall have the right under this Agreement (in addition to institute any action or proceeding at law or its obligation to pay Scheduled Payments on the Notes in equity or in bankruptcy or otherwiseaccordance with the Note Policy), or for but not the appointment of a receiver or trusteeobligation, or for any other remedy, unless to elect: (i) to cause the Trustee or the Master Servicer, subject to Section 5.04, to sell or liquidate the Trust Estate, in whole or in part, on any date or dates following such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of acceleration as the continuance thereofInsurer, in its sole discretion, shall elect; or (ii) to pay Scheduled Payments on the Holders of not less than 50% of Notes in accordance with the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersNote Policy. (c) Prior to or after the institution If an Insurer Default shall have occurred and be continuing and an Event of any action or proceeding relating to an issue of Debt SecuritiesDefault shall have occurred and be continuing, the Trustee may, or if so requested in writing by Holders of not less than 50Notes representing at least 66-2/3% of the outstanding principal amount aggregate Outstanding Amount, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and payable at par, together with accrued interest thereon. Notwithstanding anything to the contrary in this paragraph (or notional principal amount) of such Debt Securities may waive c), if an Event of Default, whether Default specified in Section 5.01(iv) or not it (v) shall occur and be continuing when an Insurer Default has resulted in a declaration of an acceleration of the maturity of such Debt Securities, occurred and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver)continuing, the fact that Notes shall become immediately due and payable at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writingpar, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writingtogether with accrued interest thereon.

Rights Upon Event of Default. (a) As So long as no Insurer Default has occurred and is continuing, if an Event of Default under this Agreement remains unremediedshall have occurred and be continuing, Holders of not less than 50% then with the consent of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates mayInsurer, by written notice to Xxxxxxx Mac, declare such Debt Securities the Notes shall become immediately due and payable and accelerate at par, together with accrued interest thereon. The Trustee will have no discretion with respect to the maturity acceleration of the Notes under the foregoing circumstances. In the event of any such Debt Securities. Upon such accelerationacceleration of the Notes, the principal amount Trustee shall continue to be entitled to make claims under the Note Policy pursuant to Section 5.18 for Scheduled Payments on the Notes. Payments under the Note Policy following acceleration of such Debt Securities and the interest accrued thereon Notes shall be applied by the Trustee: (i) to Noteholders for amounts due and payableunpaid on the Notes for interest, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes for interest; and (ii) to each Class of Noteholders for amounts due and unpaid on such Class of Notes for principal, ratably, without preference or priority of any kind, according to amounts due and payable on the Notes for principal. (b) No Holder So long as no Insurer Default has any occurred and is continuing, in the event the Notes are accelerated due to an Event of Default, the Insurer shall have the right under this Agreement (in addition to institute any action or proceeding at law or its obligation to pay Scheduled Payments on the Notes in equity or in bankruptcy or otherwiseaccordance with the Note Policy), or for but not the appointment of a receiver or trusteeobligation, or for any other remedy, unless to elect: (i) to cause the Trustee or the Master Servicer, subject to Section 5.04, to sell or liquidate the Trust Estate, in whole or in part, on any date or dates following such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of acceleration as the continuance thereofInsurer, in its sole discretion, shall elect; or (ii) to pay Scheduled Payments on the Holders of not less than 50% of Notes in accordance with the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersNote Policy. (c) Prior to or after the institution of any action or proceeding relating to If an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive Insurer Default shall have occurred and be continuing and an Event of DefaultDefault shall have occurred and be continuing, whether the Trustee may, or not it has resulted if so requested in a declaration writing by Holders of an acceleration Notes representing at least 66K% of the maturity of such Debt Securitiesaggregate Outstanding Amount, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and may rescind and annul any previously declared acceleration. (d) Whenever payable at par, together with accrued interest thereon. Notwithstanding anything to the contrary in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount paragraph (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiverc), if an Event of Default specified in Section 5.01(iv) or (v) shall occur and be continuing when an Insurer Default has occurred and is continuing, the fact that Notes shall become immediately due and payable at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writingpar, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writingtogether with accrued interest thereon.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersHolders and except for the priority rights of Holders of Senior Obligations over the rights of Holders of Subordinated Debt Securities. (c) Events of Default that apply to an issue of Senior Obligations may not be Events of Default for an issue of Subordinated Debt Securities. As a result, Holders of an issue of Subordinated Debt Securities may not have the same acceleration rights as Holders of other Debt Securities, as provided in the applicable Supplemental Agreement. (d) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (de) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders... (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. 34 (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Fxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Fxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Fxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersHolders and except for the priority rights of Holders of Senior Obligations over the rights of Holders of Subordinated Debt Securities. (c) Events of Default that apply to an issue of Senior Obligations may not be Events of Default for an issue of Subordinated Debt Securities. As a result, Holders of an issue of Subordinated Debt Securities may not have the same acceleration rights as Holders of other Debt Securities, as provided in the applicable Supplemental Agreement. (d) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (de) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities Debentures or Medium- Term Notes due and payable and accelerate the maturity of such Debt SecuritiesDebentures or Medium-Term Notes. Upon such acceleration, the principal amount of such Debt Securities Debentures or Medium-Term Notes and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities Debentures or Medium-Term Notes has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersHolders and except for the priority rights of Holders of Senior Obligations over the rights of Holders of Subordinated Debentures and Medium-Term Notes. (c) Events of Default that apply to an issue of Senior Obligations may be not Events of Default for an issue of Subordinated Debentures or Medium-Term Notes. As a result, Holders of an issue of Subordinated Debentures or Medium-Term Notes may not have the same acceleration rights as Holders of other Debentures or Medium-Term Notes, as provided in the applicable Supplemental Agreement. (d) Prior to or after the institution of any action or proceeding relating to an issue of Debt SecuritiesDebentures or Medium- Term Notes, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities Debentures or Medium-Term Notes may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt SecuritiesDebentures or Medium-Term Notes, and may rescind and annul any previously declared acceleration. (de) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Freddie Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder Xxxxxx previously has given to Xxxxxxx Freddie Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Freddie Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Mae, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates may waive such Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates have given Xxxxxx Mae written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Fxxxxxx Mac, declare such 31 Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Fxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Fxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Mae, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates have given Xxxxxx Mae written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Mae, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Mae written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) amount of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) amount of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersHolders and except for the priority rights of Holders of Senior Obligations over the rights of Holders of Subordinated Debt Securities. (c) Events of Default that apply to an issue of Senior Obligations may not be Events of Default for an issue of Subordinated Debt Securities. As a result, Holders of an issue of Subordinated Debt Securities may not have the same acceleration rights as Holders of other Debt Securities, as provided in the applicable Supplemental Agreement. (d) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) amount of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (de) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Medium-Term Notes to which such Event of Default relates may, by written notice to Xxxxxxx Xxxxxx Mac, declare such Debt Securities Medium-Term Notes due and payable and accelerate the maturity of such Debt SecuritiesMedium-Term Notes. Upon such acceleration, the principal amount of such Debt Securities Medium-Term Notes, premium if any, and the interest accrued and unpaid interest thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Xxxxxx Mac written notice of the occurrence of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Medium Term Notes to which such Event of Default relates have given written notice to Xxxxxxx Xxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured unremedied for a period of 60 days following the date written notice of such noticeEvent of Default by the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of the issue of Medium-Term Notes to which such Event of Default relates has been given to Xxxxxx Mac. No Holder of an issue of Debt Securities Medium-Term Notes has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt SecuritiesMedium-Term Notes, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities Medium-Term Notes may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt SecuritiesMedium-Term Notes, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional notion principal amount) of an issue of Debt Securities Medium- Term Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities Debentures or Medium-Term Notes due and payable and accelerate the maturity of such Debt SecuritiesDebentures or Medium-Term Notes. Upon such acceleration, the principal amount of such Debt Securities Debentures or Medium-Term Notes and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities Debentures or Medium-Term Notes has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affectaÅect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit beneÑt of all such HoldersHolders and except for the priority rights of Holders of Senior Obligations over the rights of Holders of Subordinated Debentures and Medium-Term Notes. (c) Prior to or after the institution Events of any action or proceeding relating Default that apply to an issue of Debt SecuritiesSenior Obligations may be not Events of Default for an issue of Subordinated Debentures or Medium-Term Notes. As a result, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities Subordinated Debentures or Medium-Term Notes may take any action (including not have the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the same acceleration rights as Holders of such specified percentage have joined therein may be evidenced by a writingother Debentures or Medium-Term Notes, or any number of writings of similar tenor, executed by Holders as provided in person, or by an agent or proxy appointed in writingthe applicable Supplemental Agreement.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium- Term Notes to which such Event of Default relates may, by written notice to Xxxxxxx Mac, declare such Debt Securities Debentures or Medium- Term Notes due and payable and accelerate the maturity of such Debt SecuritiesDebentures or Medium- Term Notes. Upon such acceleration, the principal amount of such Debt Securities Debentures or Medium- Term Notes and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes to which such Event of Default relates have given written notice to Xxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities Debentures or Medium-Term Notes has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such HoldersHolders and except for the priority rights of Holders of Senior Obligatio ns over the rights of Holders of Subordinated Debentures and Medium- Term Notes. (c) Events of Default that apply to an issue of Senior Obligations may be not Events of Default for an issue of Subordinated Debentures or Medium- Term Notes. As a result, Ho lders of an issue of Subordinated Debentures or Medium-Term Notes may not have the same acceleration rights as Holders of other Debentures or Medium-Term Notes, as provided in the applicable Supplemental Agreement. (d) Prior to or after the institution of any action or proceeding relating to an issue of Debt SecuritiesDebentures or Medium- Term Notes, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities Debentures or Medium- Term Notes may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt SecuritiesDebentures or Medium- Term Notes, and may rescind and annul any previously declared acceleration. (de) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities Debentures or Medium-Term Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx Fxxxxxx Mac, declare such Debt Securities due and payable and accelerate the maturity of such Debt Securities. Upon such acceleration, the principal amount of such Debt Securities and the interest accrued thereon shall be due and payable. (b) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless (i) such Holder previously has given to Xxxxxxx Fxxxxxx Mac written notice of an Event of Default and of the continuance thereof; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of an issue of Debt Securities to which such Event of Default relates have given written notice to Xxxxxxx Fxxxxxx Mac of such Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration.. 35 (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) of an issue of Debt Securities may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration.and (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and and (iii) such the Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders.

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Xxx, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Mae of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Xxx written notice to Xxxxxxx Mac of such the Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration.and (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing. (e) No Holder of a Note has any right in any manner whatsoever by virtue of or

Rights Upon Event of Default. (a) As long as an Event of Default under this Agreement remains unremedied, Holders of not less than 50% of the outstanding principal amount Class Principal Balance of each Class of Notes (or notional principal amountwith the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) of an issue of Debt Securities to which such Event of Default relates may, by written notice to Xxxxxxx MacXxxxxx Mae, declare such Debt Securities Notes due and payable and accelerate the maturity of such Debt SecuritiesNotes. Upon such acceleration, the principal amount Class Principal Balance of such Debt Securities Notes and the interest accrued thereon shall be due and payable. (b) Prior to or after the institution of any action or proceeding relating to the Notes, the Holders of not less than 50% of the outstanding Class Principal Balance of each Class of Notes to which an Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) may waive such Event of Default as it relates to such Class at any time, whether or not it has resulted in a declaration of an acceleration of the maturity of the Notes, and may rescind and annul any previously declared acceleration. (c) No Holder has any right under this Agreement to institute any action or proceeding at law or in equity or in bankruptcy or otherwise, or for the appointment of a receiver or trustee, or for any other remedy, unless unless: (i) such the Holder previously has given to Xxxxxxx Mac written notice to Xxxxxx Xxx of an Event of Default and of the continuance thereof; ; (ii) the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) Class Principal Balance of an issue each Class of Debt Securities Notes to which such Event of Default relates (with the outstanding Class Principal Balances of the Classes of Exchangeable Notes to be determined without regard to any exchanges for RCR Notes) have given Xxxxxx Mae written notice to Xxxxxxx Mac of such the Event of Default; and (iii) such Event of Default continues uncured for a period of 60 days following such notice. No Holder of an issue of Debt Securities has any right in any manner whatsoever by virtue of or by availing itself of any provision of this Agreement to affect, disturb or prejudice the rights of any other such Holder, or to obtain or seek to obtain preference or priority over any other such Holder or to enforce any right under this Agreement, except in the manner provided in this Agreement and for the ratable and common benefit of all such Holders. (c) Prior to or after the institution of any action or proceeding relating to an issue of Debt Securities, the Holders of not less than 50% of the outstanding principal amount (or notional principal amount) of such Debt Securities may waive an Event of Default, whether or not it has resulted in a declaration of an acceleration of the maturity of such Debt Securities, and may rescind and annul any previously declared acceleration. (d) Whenever in this Agreement it is provided that the Holders of a specified percentage in outstanding principal amount (or notional principal amount) Class Principal Balance of an issue of Debt Securities the Notes may take any action (including the making of any demand or request, or the giving of any authorization, notice, consent or waiver), the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced by a writing, or any number of writings of similar tenor, executed by Holders in person, or by an agent or proxy appointed in writing.