Common use of Rights Upon Event of Default Clause in Contracts

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has shall have occurred and is be continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassNote Balances, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay prepay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment; provided, however, that the Insurer shall fulfill its obligations under the Policy.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer Controlling Party shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% Controlling Party may exercise any of the aggregate Outstanding Amount remedies specified in Section 5.4. In the event of any acceleration of the Notes, acting together as a single Classthe Trustee shall continue to make claims under the Note Policy pursuant to the Sale and Servicing Agreement for Scheduled Payments on the Notes. Subject to the terms of the Note Policy, upon prior written notice payments under the Note Policy following acceleration of any Notes shall be applied by the Trustee: FIRST: to each Rating Agency, declare that all Noteholders for amounts due and unpaid on the Notes become immediately for interest, ratably, without preference or priority of any kind, according to the amounts due and payable, and upon any such declaration payable on the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.Notes for interest;

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then with the Insurer shall have consent of the rightInsurer, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payablepayable at par, together with accrued interest thereon. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to be entitled to make claims under the Note Policy with respect pursuant to Section 5.18 for Scheduled Payments on the Notes. Payments under the Note Policy following acceleration of the Notes shall be applied by the Trustee: (i) to Noteholders for amounts due and unpaid on the Notes for interest, ratably, without preference or priority of any kind, according to the Notesamounts 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) If an So long as no Insurer Default shall have has occurred and be continuing and an Event of Default shall have occurred and be is continuing, in the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all event the Notes become immediately are accelerated due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any to an Event of Default, the Insurer may elect shall have the right (in addition to its obligation to pay all Scheduled Payments on the Notes in accordance with the Note Policy), but not the obligation, 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 portion of date or dates following such acceleration as the outstanding amount of Insurer, in its sole discretion, shall elect; or (ii) to pay Scheduled Payments on the Notes, plus accrued interest thereon to Notes in accordance with the date of paymentNote Policy.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if If an Event of Default shall have occurred and be continuing, then the Insurer shall have Trustee may, and at the rightdirection of the Controlling Party shall, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes have become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to ; provided, however, the acceleration occurrence of an Event of Default of the type described in clause (iv) of Section 5.1 shall, without any further action by any Person, automatically result in the Notes under the foregoing circumstances. In the event of any such acceleration becoming immediately due and payable as of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notesoccurrence of such Event of Default. (b) If an Insurer Default shall have occurred At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter provided in this Article V, the Controlling Party, in their sole discretion, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences if: (i) 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 continuing and an due hereunder or upon such Notes if the Event of Default shall have occurred giving rise to such acceleration had not occurred; and (B) all sums paid or advanced by the Trustee hereunder and be continuingthe reasonable compensation, the Indenture Trustee shallexpenses, if so requested in writing by Holders representing at least 662/3% disbursements and advances of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due Trustee and payable, its agents and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable.counsel; and (cii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to the date of paymenthave been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and Issuer, the Indenture Trustee and each Rating Agency that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366-2/3% of the aggregate Outstanding Amount of the NotesNotes shall, acting together as a single Class, upon prior declare by written notice to each Rating Agency, declare the Issuer that all the Notes have become immediately due and payable, and upon any such declaration the unpaid principal amount of the Noteswhereupon they shall become, together with accrued and unpaid interest thereon, shall become immediately due and payablepayable at 100% of the outstanding principal balance of the Notes and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (cb) Following At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Controlling Party, by written notice to the Issuer and the Master Servicer, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: (A) all payments of principal 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel; and (ii) all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes shall, declare by written notice to the Issuer that the Notes have become due and payable, whereupon they shall become, immediately due and payable at 100% of the outstanding principal balance of the Notes, and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (b) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Holders of Notes representing a majority of the Outstanding Amount of the Notes, acting together as a single Class, upon prior by written notice to each Rating Agencythe Issuer and the Indenture Trustee, declare that all the Notes become immediately due may rescind and payable, and upon any annul such declaration and its consequences if: (i) the unpaid Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: (A) all payments of principal amount 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Notes, together with accrued Indenture Trustee and unpaid interest thereon, shall become immediately due its agents and payable.counsel; and (cii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes shall, declare by written notice to the Issuer that the Notes have become due and payable, whereupon they shall become, immediately due and payable at 100% of the outstanding principal balance of the Notes, and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (b) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Holders of Notes representing a majority of the Outstanding Amount of the Notes, acting together as a single Class, upon prior by written notice to each Rating Agencythe Issuer and the Indenture Trustee, declare that all the Notes become immediately due may rescind and payable, and upon any annul such declaration and its consequences if: (i) the unpaid Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: (A) all payments of principal amount 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Notes, together with accrued Indenture Trustee and unpaid interest thereon, shall become immediately due its agents and payable. counsel; and (cii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallmay, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the NotesNotes shall, acting together as a single Class, upon prior declare by written notice to each Rating Agency, declare the Issuer that all the Notes have become immediately due and payable, and upon any such declaration the unpaid principal amount of the Noteswhereupon they shall become, together with accrued and unpaid interest thereon, shall become immediately due and payablepayable at 100% of the outstanding principal balance of the Notes and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (cb) Following At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Controlling Party, by written notice to the Issuer and the Servicer, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture Trustee (or the Administrator on behalf of the Indenture Trustee) a sum sufficient to pay: (A) all payments of principal 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel; and (ii) all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e) or (f) shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by the Holders of Notes representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e) or (f) shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be is continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(a), (b), (c), (d) or (e) shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount Note Balances of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no the Insurer Default has occurred and is continuingthe Controlling Party, if an Event of Default shall have occurred and be is continuing, then the Insurer (and only the Insurer) shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an the Insurer Default shall have occurred and be continuing is no longer the Controlling Party, and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassMajority Noteholders, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following In the event any Notes are accelerated due to an Event of Default, the Insurer may elect shall have the right (in addition to its obligation to pay all Scheduled Payments on the Notes in accordance with the Policy), but not the obligation, to make payments under the Policy or otherwise of interest and principal due on such Notes, in whole or in part, on any portion date or dates following such acceleration as the Insurer, in its sole discretion, shall elect. (d) At any time after declaration of acceleration of maturity has been made and before a judgment or decree for payment of the outstanding amount money due has been obtained by the Indenture Trustee as hereinafter in this Article V provided, the Insurer, so long as it is the Controlling Party, and otherwise, the Majority Noteholders, by written notice to the Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: (A) all payments of principal on the Notes 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, which funds shall be deposited into the Collection Account; (B) All sums paid or advanced by the Indenture Trustee hereunder and the reasonable compensation, expenses and disbursements of the NotesIndenture Trustee and its agents and counsel, plus accrued interest thereon which funds shall be deposited into the Collection Account; and (C) all sums paid or advanced by or due to the date Insurer and any unpaid Insurance Premium, which funds shall be paid to the Insurer; and (ii) all Events of paymentDefault, other than the nonpayment of the interest on or the principal of the Notes that has become due solely by such acceleration, have been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior declare by written notice to each Rating Agency, declare the Issuer that all the Notes have become immediately due and payable, whereupon they shall become, immediately due and upon any such declaration payable at 100% of the unpaid outstanding principal amount balance of the Notes, and accrued interest thereon (together with interest accrued and unpaid interest thereon, shall become immediately due and payableat the relevant Note Rate on such overdue interest). (cb) Following At any Event time after such declaration of Defaultacceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Insurer may elect to pay all or any portion Holders of Notes representing a majority of the outstanding amount Outstanding Amount of the Notes, plus accrued interest thereon by written notice to the date Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay (A) all payments of paymentprincipal 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel; 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 Section 5.9 of the Indenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and Issuer, the Indenture Trustee and each Rating Agency that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366-2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the NotesNotes and the Certificates. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that all, but not less than all of the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The failure to pay principal on a Class of Notes will not result in the occurrence of an Event of Default until the Final Scheduled Distribution Date for such Class of Notes. The Insurer may not, however, cause the Indenture Trustee to liquidate the Collateral, in whole or in part, if the proceeds of such liquidation would not be sufficient to pay the Outstanding Principal Amount of each Class of Notes, together with accrued and unpaid interest thereon at the respective Note Rates of each Class of Notes, unless the Event of Default arose from a claim made on the Insurance Policy or from an Event of Default specified in Section 5.01(f) or (g). The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Insurance Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e), (f), (g), (h) or (i) shall have occurred and be continuing, the Indenture Trustee may, and shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Principal Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount Outstanding Principal Amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer Insurer, at its sole option, may elect to pay all or any portion of the outstanding amount Outstanding Principal Amount of the Notes, plus accrued and unpaid interest thereon to the date of payment. (d) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee as provided in this Article V, either the Insurer (so long as an Insurer Default has not occurred and is continuing) or the Holders of the Notes representing a majority of the Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing), by written notice to the Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture 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 advanced by the Insurer, together with interest thereon, and remitted by the Indenture Trustee or the Insurer hereunder or by the Insurer under the Insurance Policy, plus all amounts due to the Insurer under the Basic ---- Documents and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee, the Owner Trustee and the Insurer and their respective agents and counsel; and (ii) All Events of Default have been cured or waived as provided in Section 5.12. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer Controlling Party shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% Controlling Party may exercise any of the aggregate Outstanding Amount remedies specified in Section 5.4. In the event of any acceleration of the Notes, acting together as a single Classthe Trustee shall continue to make claims under the Note Policy pursuant to the Sale and Servicing Agreement for Insured Payments on the Notes. Subject to the terms of the Note Policy, upon prior written notice payments under the Note Policy following acceleration of any Notes shall be applied by the Trustee: FIRST: to each Rating Agency, declare that all Noteholders for amounts due and unpaid on the Notes become immediately for interest, ratably, without preference or priority of any kind, according to the amounts due and payable, and upon any such declaration payable on the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.Notes for interest;

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and Issuer, the Indenture Trustee and each Rating Agency that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, so long as no Insurer Default has occurred and is continuing, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that all, but not less than all of the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The failure to pay principal on a class of Notes will not result in the occurrence of an Indenture Event of Default until the Final Scheduled Distribution Date of such class of Notes. The Insurer may not, however, cause the Indenture Trustee to liquidate the Collateral, in whole or in part, if the proceeds of such liquidation would not be sufficient to pay all outstanding principal of, and accrued interest on, the Notes unless the Event of Default arose from a claim made on the Insurance Policy or from an Event of Default specified in Section 5.01(f) or (g). The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Insurance Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e), (f) or (g) shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Principal Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount Outstanding Principal Amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer Insurer, at its sole option, may elect to pay all or any portion of the outstanding amount Outstanding Principal Amount of the Notes, plus accrued interest thereon to the date of payment. (d) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee as provided in this Article V, either the Insurer (so long as an Insurer Default has not occurred and is continuing) or the Holders of the Notes representing a majority of the Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing), by written notice to the Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture 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 remitted by the Indenture Trustee or advanced, together with interest thereon, by the Insurer hereunder or by the Insurer under the Insurance Policy, plus all amounts due to the Insurer under the Basic Documents and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee, the Owner Trustee and the Insurer and its agents and counsel; and (ii) All Events of Default have been cured or waived as provided in Section 5.12. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has shall have occurred and is be continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassNote Balances, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay prepay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.; provided, however, that the Insurer shall fulfill its obligations under the Policy. 37

Rights Upon Event of Default. (a) So long as no Insurer Default has shall have occurred and is be continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing or the Policy shall have terminated in accordance with its terms, and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassNote Balances, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay prepay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of paymentpayment and shall be subrogated to the rights of such Noteholders; provided, however, that the Insurer shall fulfill its obligations under the Policy.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Highest Priority Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and Issuer, the Indenture Trustee and each Rating Agency that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, so long as no Insurer Default has occurred and is continuing, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366-2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if If an Event of Default shall have occurred and be continuing, then the Insurer Trustee, at the written direction of the Controlling Party, shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes have become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to ; provided, however, the acceleration occurrence of an Event of Default of the type described in clause (iv) of Section 5.1 shall, without any further action by any Person, automatically result in the Notes under the foregoing circumstances. In the event of any such acceleration becoming immediately due and payable as of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notesoccurrence of such Event of Default. (b) If an Insurer Default shall have occurred At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter provided in this Article V, the Controlling Party, in their sole discretion, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences if: (i) 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 continuing and an due hereunder or upon such Notes if the Event of Default shall have occurred giving rise to such acceleration had not occurred; and (B) all sums paid or advanced by the Trustee hereunder and be continuingthe reasonable compensation, the Indenture Trustee shallexpenses, if so requested in writing by Holders representing at least 662/3% disbursements and advances of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due Trustee and payable, its agents and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable.counsel; and (cii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to the date of paymenthave been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer If an Event of Default has shall have occurred and is be continuing, the Trustee may, and at the direction of the Note Purchaser and the Majority Noteholders shall, and with respect to an Event of Default pursuant to Section 5.1(a)(v) or (vi) hereof, the Trustee shall declare the Notes to be immediately due and payable at par, together with accrued interest thereon (calculated for these purposes using the Default Applicable Margin). In addition, if an Event of Default shall have occurred and be continuing, then the Insurer shall have Trustee may, and at the rightdirection of the Note Purchaser and the Majority Noteholders shall, but not exercise any of the obligationremedies specified in SECTION 5.4. At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article V provided, upon prior written notice to each Rating Agencythe Note Purchaser and the Majority Noteholders may, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due Trustee, rescind and payable, and upon any annul such declaration and its consequences if the unpaid Issuer has paid or deposited with the Trustee a sum sufficient to pay: (i) all payments of principal amount of and interest (calculated for these purposes using the Default Applicable Margin) on the Notes, together with accrued all amounts due the Note Purchaser from the Issuer under the Basic Documents, and unpaid interest thereonall other amounts that would then be due from the Issuer hereunder, shall become immediately due upon the Notes or under the Basic Documents if the Event of Default giving rise to such acceleration had not occurred; and (ii) all sums paid or advanced by the Trustee hereunder and payable. The Indenture the reasonable compensation, expenses, disbursements and advances of the Trustee will have no discretion with respect to and its agents and counsel; and (iii) all Events of Default, other than the acceleration nonpayment of the principal of the Notes under the foregoing circumstancesthat has become due solely by such acceleration, have been cured or waived as provided in Section 5.13. In the event of No such rescission shall affect any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notessubsequent default or impair any right consequent thereto. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has shall have occurred and is be continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing continuing, and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassNote Balances, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay prepay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of paymentpayment and shall be subrogated to the rights of such Noteholders; provided, however, that the Insurer shall fulfill its obligations under the Policy.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes shall, declare by written notice to the Issuer that the Notes have become due and payable, whereupon they shall become, immediately due and payable at 100% of the outstanding principal balance of the Notes, and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Holders of Notes representing a majority of the Outstanding Amount of the Notes, acting together as a single Class, upon prior by written notice to each Rating Agencythe Issuer and the Indenture Trustee, declare that all the Notes become immediately due may rescind and payable, and upon any annul such declaration and its consequences if: the unpaid Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay: all payments of principal amount 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 all sums paid or advanced by the Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Notes, together with accrued Indenture Trustee and unpaid interest thereon, shall become immediately due its agents and payable. (c) Following any Event counsel; and all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer If an Event of Default has shall have occurred and is be continuing, the Controlling Party may, and with respect to an Event of Default pursuant to Section 5.1(a)(iv) hereof, the Controlling Party shall, declare the Note to be immediately due and payable at par, together with accrued interest thereon. In addition, if an Event of Default shall have occurred and be continuing, then the Insurer shall have Controlling Party may exercise any of the rightremedies specified in SECTION 5.4. (b) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article V provided, but not the obligationControlling Party, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due Trustee, may rescind and payable, and upon any annul such declaration and its consequences if the unpaid principal amount of Issuer has paid or deposited with the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect a sum sufficient to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes.pay: (bi) If an Insurer Default shall have occurred all payments of principal of and interest on the Note and all other amounts that would then be continuing and an due hereunder or upon the Note if the Event of Default shall have occurred giving rise to such acceleration had not occurred; and (ii) all sums paid or advanced by the Trustee hereunder and be continuingthe reasonable compensation, the Indenture Trustee shallexpenses, if so requested in writing by Holders representing at least 662/3% disbursements and advances of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due Trustee and payable, its agents and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable.counsel; and (ciii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNote that has become due solely by such acceleration, plus accrued interest thereon to the date of paymenthave been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallmay, or if so requested in writing by Holders of Notes representing at least 662/3% a majority of the aggregate Outstanding Amount of the NotesAmount, acting voting together as a single Classclass, upon prior written notice to each Rating Agency, shall declare by written notice to the Issuer that all the Notes become become, whereupon they shall become, immediately due and payable, and upon any such declaration the unpaid principal amount of the Notespayable at par, together with accrued and unpaid interest thereon. Notwithstanding anything to the contrary in this paragraph, if an Event of Default specified in Section 5.01(iv) or (v) shall occur and be continuing the Notes shall become immediately due and payablepayable 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. (cb) Following 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, voting together as a single class, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences if. (i) 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 Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to the date of paymenthave been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration (i) the unpaid principal amount of the Class A Notes, together with accrued and unpaid interest thereonthereon and (ii) the Imputed Principal Balance of the Class I Notes, together with accrued and unpaid interest on the Notional Principal Amount of the Class I Notes, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the NotesNotes and the Certificates. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Highest Priority Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration (i) the unpaid principal amount of the Class A Notes, together with accrued and unpaid interest thereon, and (ii) the Imputed Principal Balance of the Class I Notes, together with accrued and unpaid interest on the Notional Principal Amount of the Class I Notes, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no the Insurer Default has occurred and is continuingthe Controlling Party, if an Event of Default shall have occurred and be is continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the entire principal amount of the Class A Notes, together with interest accrued on the Class A Notes and Class I Notes, become immediately due and payable, and upon any such declaration the unpaid principal amount of the Class A Notes, together with accrued and unpaid interest thereonon the Class A and Class I Notes, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an the Insurer Default shall have occurred and be continuing is no longer the Controlling Party, and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassMajority Noteholders, upon prior written notice to each Rating Agency, declare that all the entire principal amount of the Class A Notes, together with interest accrued on the Class A Notes and Class I Notes, become immediately due and payable, and upon any such declaration the unpaid principal amount of the Class A Notes, together with accrued and unpaid interest thereonon the Class A and Class I Notes, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallin its discretion may, or if so requested in writing by Holders holding Notes representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes shall, declare by written notice to the Issuer that the Notes have become due and payable, whereupon they shall become, immediately due and payable at 100% of the outstanding principal balance of the Notes, and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (b) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Holders of Notes representing a majority of the Outstanding Amount of the Notes, acting together as a single Class, upon prior by written notice to each Rating Agencythe Issuer and the Indenture Trustee, declare that all the Notes become immediately due may rescind and payable, and upon any annul such declaration and its consequences if: (i) the unpaid Issuer has paid or deposited with the Indenture Trustee a sum sufficient to pay (A) all payments of principal amount 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Notes, together with accrued Indenture Trustee and unpaid interest thereon, shall become immediately due its agents and payable. counsel; and (cii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/366-2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shallmay, or if so requested in writing by Holders holding Notes representing at least 662/366-2/3% of the aggregate Outstanding Amount of the NotesNotes shall, acting together as a single Class, upon prior declare by written notice to each Rating Agency, declare the Issuer that all the Notes have become immediately due and payable, and upon any such declaration the unpaid principal amount of the Noteswhereupon they shall become, together with accrued and unpaid interest thereon, shall become immediately due and payablepayable at 100% of the outstanding principal balance of the Notes and accrued interest thereon (together with interest accrued at the relevant Note Rate on such overdue interest). (cb) Following At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee, the Controlling Party, by written notice to the Issuer and the Master Servicer, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture Trustee (or the Administrator on behalf of the Indenture Trustee) a sum sufficient to pay: (A) all payments of principal 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 Indenture Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its agents and counsel; and (ii) all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNotes that has become due solely by such acceleration, plus accrued interest thereon to have been cured or waived as provided in Section 5.9 of the date of paymentIndenture. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Note Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders representing at least 662/3% Controlling Party may exercise any of the aggregate Outstanding Amount remedies specified in Section 5.4. In the event of any acceleration of the Notes, acting together as a single Classthe Trustee shall continue to make claims under the Policy pursuant to the Sale and Servicing Agreement for Scheduled Payments on the Notes. Subject to the terms of the Note Policy, upon prior written notice payments under the Note Policy following acceleration of any Notes shall be applied by the Trustee: FIRST: to each Rating Agency, declare that all Noteholders for amounts due and unpaid on the Notes become immediately for interest, ratably, without preference or priority of any kind, according to the amounts due and payable, and upon any such declaration payable on the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay all or any portion of the outstanding amount of the Notes, plus accrued interest thereon to the date of payment.Notes for interest;

Rights Upon Event of Default. If an Event of Default or a Funding Termination Event specified in clauses (ai) So long as no Insurer Default has through (iii) of the definition thereof shall have occurred and is be continuing, the Noteholder may, and with respect to an Event of Default pursuant to Section 5.1(a)(v) hereof, the Noteholder shall declare the Note to be immediately due and payable at par, together with accrued interest thereon. In addition, if an Event of Default shall have occurred and be continuing, then the Insurer shall have Noteholder may exercise any of the rightremedies specified in SECTION 5.4. At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article V provided, but not the obligationNoteholder may, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that the Notes become immediately due Trustee, rescind and payable, and upon any annul such declaration and its consequences if the unpaid principal amount of Issuer has paid or deposited with the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect a sum sufficient to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes.pay: (bi) If an Insurer Default shall have occurred all payments of principal of and interest on the Note and all other amounts that would then be continuing and an due hereunder or upon the Note if the Event of Default shall have occurred giving rise to such acceleration had not occurred; and (ii) all sums paid or advanced by the Trustee hereunder and be continuingthe reasonable compensation, the Indenture Trustee shallexpenses, if so requested in writing by Holders representing at least 662/3% disbursements and advances of the aggregate Outstanding Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due Trustee and payable, its agents and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable.counsel; and (ciii) Following any Event all Events of Default, other than the Insurer may elect to pay all or any portion nonpayment of the outstanding amount principal of the NotesNote that has become due solely by such acceleration, plus accrued interest thereon to the date of paymenthave been cured or waived as provided in Section 5.13. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that all, but not less than all of the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The failure to pay principal on a Class of Notes will not result in the occurrence of an Event of Default until the Final Scheduled Distribution Date of such Class of Notes. The Insurer may not, however, cause the Indenture Trustee to liquidate the Collateral, in whole or in part, if the proceeds of such liquidation would not be sufficient to pay the Outstanding Principal Amount, together with accrued interest thereon, unless the Event of Default arose from a claim made on the Insurance Policy or from an Event of Default specified in Section 5.01(f) or (g). The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Insurance Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e), (f) or (g) shall have occurred and be continuing, the Indenture Trustee may, and shall, if so requested in writing by the Holders of Notes representing at least 662/366 2/3% of the aggregate Outstanding Principal Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount Outstanding Principal Amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer Insurer, at its sole option, may elect to pay all or any portion of the outstanding amount Outstanding Principal Amount of the Notes, plus accrued interest thereon to the date of payment. (d) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee as provided in this Article V, either the Insurer (so long as an Insurer Default has not occurred and is continuing) or the Holders of the Notes representing a majority of the Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing), by written notice to the Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture 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 advanced by the Insurer, together with interest thereon, and remitted by the Indenture Trustee or the Insurer hereunder or by the Insurer under the Insurance Policy, plus all amounts due to the Insurer under the Basic Documents and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee, the Owner Trustee and the Insurer and their respective agents and counsel; and (ii) All Events of Default have been cured or waived as provided in Section 5.12. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Rights Upon Event of Default. (a) So long as no Insurer Default has shall have occurred and is be continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer Issuer, the Servicer and the Indenture Trustee that the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing or the Policy shall have terminated in accordance with its terms, and an Event of Default shall have occurred and be continuing, the Indenture Trustee shall, if so requested in writing by Holders the Noteholders representing at least 662/366 2/3% of the aggregate Outstanding Amount of the Notes, acting together as a single ClassNote Balances, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer may elect to pay prepay all or any portion of the outstanding amount of the Class A Notes and the Class B Notes, plus accrued interest thereon to the date of paymentpayment and shall be subrogated to the rights of such Noteholders; provided, however, that the Insurer shall fulfill its obligations under the Policy.

Rights Upon Event of Default. (a) So long as no Insurer Default has occurred and is continuing, if an Event of Default shall have occurred and be continuing, then the Insurer shall have the right, but not the obligation, upon prior written notice to each Rating Agency, to declare by written notice to the Issuer and the Indenture Trustee that all, but not less than all of the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. The failure to pay principal on a Class of Notes will not result in the occurrence of an Event of Default until the Final Scheduled Distribution Date for such Class of Notes. The Insurer may not, however, cause the Indenture Trustee to liquidate the Collateral, in whole or in part, if the proceeds of such liquidation would not be sufficient to pay the Outstanding Principal Amount of each Class of Notes, together with accrued and unpaid interest thereon at the respective Note Rates of each Class of Notes, unless the Event of Default arose from a claim made on the Insurance Policy or from an Event of Default specified in Section 5.01(f) or (g). The Indenture Trustee will have no discretion with respect to the acceleration of the Notes under the foregoing circumstances. In the event of any such acceleration of the Notes, the Indenture Trustee shall continue to make claims under the Insurance Policy with respect to the Notes. (b) If an Insurer Default shall have occurred and be continuing and an Event of Default specified in Section 5.01(b), (c), (d), (e), (f), (g), (h) or (i) shall have occurred and be continuing, the Indenture Trustee may, and shall, if so requested in writing by the Holders of Notes representing at least 662/3% of the aggregate Outstanding Principal Amount of the Notes, acting together as a single Class, upon prior written notice to each Rating Agency, declare that all the Notes become immediately due and payable, and upon any such declaration the unpaid principal amount Outstanding Principal Amount of the Notes, together with accrued and unpaid interest thereon, shall become immediately due and payable. (c) Following any Event of Default, the Insurer Insurer, at its sole option, may elect to pay all or any portion of the outstanding amount Outstanding Principal Amount of the Notes, plus accrued and unpaid interest thereon to the date of payment. (d) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Indenture Trustee as provided in this Article V, either the Insurer (so long as an Insurer Default has not occurred and is continuing) or the Holders of the Notes representing a majority of the Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing), by written notice to the Issuer and the Indenture Trustee, may rescind and annul such declaration and its consequences if: (i) the Issuer has paid or deposited with the Indenture 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 advanced by the Insurer, together with interest thereon, and remitted by the Indenture Trustee or the Insurer hereunder or by the Insurer under the Insurance Policy, plus all amounts due to the Insurer under the Basic Documents and the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee, the Owner Trustee and the Insurer and their respective agents and counsel; and (ii) All Events of Default have been cured or waived as provided in Section 5.12. No such rescission shall affect any subsequent default or impair any right consequent thereto.