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Section 4.03 Mandatory Tender.
(a) Mandatory Tender for Purchase. All Outstanding Bonds shall be subject to mandatory
tender by the Holders for purchase in whole and not in part on each Mandatory Tender Date. The purchase
price for each such Bond shall be payable in lawful money of the United States of America by check or
draft, shall equal 100% of the principal amount to be purchased and accrued interest, if any, to the
Mandatory Tender Date, and shall be paid in full on the applicable Mandatory Tender Date.
(b) Mandatory Tender Dates. The Mandatory Tender Dates shall consist of (1) the Initial
Mandatory Tender Date; and (2) any subsequent dates for mandatory tender of the Bonds established by
the Borrower in consultation with the Remarketing Agent in connection with a remarketing of the Bonds
pursuant to Section 4.05 hereof.
(c) Holding of Tendered Bonds. While tendered Bonds are in the custody of the Trustee
pending purchase pursuant hereto, the tendering Holders thereof shall be deemed the owners thereof for all
purposes, and interest accruing on tendered Bonds through the day preceding the applicable Mandatory
Tender Date is to be paid as if such Bonds had not been tendered for purchase.
(d) Effect of Prior Redemption. Notwithstanding anything herein to the contrary, any Bond
tendered under this Section will not be purchased if such Bond matures or is redeemed on or prior to the
applicable Mandatory Tender Date.
(e) Purchase of Tendered Bonds. The Trustee shall utilize the following sources of payments
to pay the tender price of the Bonds not later than 2:30 p.m. Local Time on the Mandatory Tender Date in
the following priority: (1) amounts representing proceeds of remarketed Bonds deposited in the
Remarketing Proceeds Account to pay the principal amount, plus accrued interest, of Bonds tendered for
purchase; (2) amounts on deposit in the Collateral Fund to pay the principal amount of Bonds tendered for
purchase; (3) amounts on deposit in the Interest Account of the Bond Fund to pay the accrued interest, if
any, on Bonds tendered for purchase; (4) amounts on deposit in the Project Fund to pay the accrued interest,
if any, on the Bonds tendered for purchase; and (5) any other Available Money available or made available
for such purpose at the written direction of the Borrower.
(f) Undelivered Bonds. Bonds shall be deemed to have been tendered for purposes of this
Section whether or not the Holders shall have delivered such Undelivered Bonds to the Trustee, and subject
to the right of the Holders of such Undelivered Bonds to receive the purchase price of such Bonds and
interest accrued thereon to the Mandatory Tender Date, such Undelivered Bonds shall be null and void. If
such Undelivered Bonds are to be remarketed, the Trustee shall authenticate and deliver new Bonds in
replacement thereof pursuant to the remarketing of such Undelivered Bonds.
Section 4.04 Mandatory Tender Notice.
(a) Notice to Holders. Not less than 30 days preceding a Mandatory Tender Date, the Trustee
shall give written notice of Mandatory Tender to the Holders of the Bonds then Outstanding (with a copy
to the Borrower, the Investor Limited Partners, and the Remarketing Agent) in the form set forth in
EXHIBIT B attached hereto by e-mail or first-class mail, postage prepaid, at their respective addresses
appearing on the Register stating:
(1) the Mandatory Tender Date and that (i) all Outstanding Bonds are subject to
Mandatory Tender for purchase on the Mandatory Tender Date; (ii) all Outstanding Bonds must be
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