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Document to which the Borrower is a party and any other instrument or agreement that the
Borrower is a party to and that has been or will be executed in connection with the transactions
contemplated by the foregoing documents; and (ii) the carrying out, giving effect to, consummation
and performance of the transactions and obligations contemplated by the foregoing agreements;
(d) will promptly notify the Remarketing Agent by electronic means of any material
adverse changes of which the Borrower has actual knowledge that may affect the remarketing of
the Bonds or any fact or circumstance of which the Borrower has actual knowledge that may
constitute, or with the passage of time may constitute, an Event of Default under the Indenture or
any Transaction Document to which the Borrower is a party; and
(e) all representations and warranties of the Borrower set forth in the Bond Purchase
Agreement prepared with respect to the Bonds are true and correct and are hereby incorporated by
reference herein, as though fully set forth herein.
Section 10. Term of Agreement.
This Agreement shall become effective on the date hereof and shall continue in full force and effect,
unless otherwise terminated pursuant to the terms and conditions hereof, for as long as the Bonds remain
outstanding.
Section 11. Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the
Commonwealth of Virginia.
Section 12. Dealing in Bonds by the Remarketing Agent.
The Remarketing Agent, in its individual capacity, may in good faith buy, sell, own, hold and deal
in any of the Bonds, including, without limitation, any Bonds offered and sold by the Remarketing Agent
pursuant to this Agreement, and may join in any action that any Holder may be entitled to take with like
effect as if it did not act in any capacity hereunder. The Remarketing Agent, in its individual capacity, either
as principal or agent, may also engage in or be interested in any financial or other transaction with the Issuer
and may act as depositary, trustee, or agent for any committee or body of Holders secured hereby or other
obligations of the Issuer as freely as if it did not act in any capacity hereunder.
Section 13. Intention of Parties.
It is the express intention of the parties hereto that any purchase, sale or transfer of any Bonds, as
herein provided, shall not constitute or be construed to be the extinguishment of any Bonds or the
indebtedness represented thereby or the reissuance of any Bonds.
Section 14. Conflict.
Notwithstanding anything to the contrary that may be contained in this Agreement or in the
Indenture, in the event of a conflict or inconsistency between the terms of this Agreement and the terms of
the Indenture, the terms of the Indenture in all such instances shall be controlling.
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