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Mandatory Tender Notice
Notice to Holders. Not less than thirty (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) as set forth in an exhibit to the
Indenture 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
tendered for purchase no later than 12:00 Noon Local Time on the Mandatory Tender Date; and
(iii) the Holders will not have the right to elect to retain their Bonds;
(2) the address of the designated office of the Trustee at which the Holders should
deliver their Bonds for purchase and the date of the required delivery;
(3) that all Outstanding Bonds will be purchased on the Mandatory Tender Date at a
price equal to the principal amount of the Outstanding Bonds plus interest accrued to the Mandatory
Tender Date; and
(4) any Bonds not tendered will nevertheless be deemed to have been tendered and
will cease to bear interest from and after the Mandatory Tender Date.
Second Notice. If the Bonds are not in the Book-Entry System and in the event that any Bond
required to be delivered to the Trustee for payment of the purchase price of such Bond shall not have been
delivered to the Trustee on or before the thirtieth (30th) day following a Mandatory Tender Date, the Trustee
shall e-mail or mail a second notice to the Holder of the Bond at its address as shown on the Register setting
forth the requirements set forth in the Indenture for delivery of the Bond to the Trustee and stating that
delivery of the Bond to the Trustee (or compliance with the provisions of the Indenture concerning payment
of lost, stolen or destroyed Bonds) must be accomplished as a condition to payment of the purchase price
or redemption price applicable to the Bond.
Failure to Give Notice. Neither failure to give or receive any notice described under this caption,
nor the lack of timeliness of such notice or any defect in any notice (or in its content) shall affect the validity
or sufficiency of any action required or provided for as described under this caption.
SECURITY AND SOURCES OF PAYMENT FOR THE BONDS
At all times the Bonds will be secured by Eligible Investments and Available Money sufficient
to pay, without need for reinvestment, all of the interest and principal on the Bonds when due to the
Initial Mandatory Tender Date, as further described herein.
To the extent provided in and except as otherwise permitted by the Indenture, (i) the Bonds will be
special, limited obligations of the Issuer, and the Bond Debt Service Charges thereon shall be payable
equally and ratably solely from the Issuer Revenues, including but not limited to moneys and investments
in the Special Funds, (ii) the payment of Bond Debt Service Charges on the Bonds shall be secured by the
assignment of Issuer Revenues under and by the Indenture, and (iii) payments due on the Bonds also shall
be secured by the Promissory Note. Issuer Revenues include the payments required to be made by the
Borrower under the Loan Agreement and the Promissory Note; all other moneys received or to be received
by the Issuer or the Trustee for the account of the Issuer with respect to repayment of the Loan; moneys
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