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(d) After the Initial Mandatory Tender Date, the Trustee shall invest such amounts in
obligations specified in subsection (b) of the definition of Eligible Investments or in an Eligible Investment,
as directed in writing by the Borrower.
(e) Any investment under the Indenture shall not bear a yield which is in excess of the yield
on the Bonds; provided that the Trustee has no duty to monitor the yield on any investment or any obligation
to limit the yield on any investment the Borrower directs the Trustee to make or that the Trustee otherwise
makes pursuant to the Indenture. Investments permitted under this caption may be purchased from the
Trustee or from any of its affiliates and they may charge their customary fees. The Trustee shall have no
liability whatsoever for any loss, fee, tax or other charge incurred in connection with any investment,
reinvestment, sale or liquidation of an investment under the Indenture. The Trustee shall be entitled to rely
on any written direction of the Borrower as to the suitability and legality of the directed investments and
such written direction shall be deemed to be a certification that such directed investments constitute Eligible
Investments. Ratings of Eligible Investments shall be determined at the time of initial purchase of such
Eligible Investments and without regard to ratings subcategories and the Trustee shall have no responsibility
to monitor the ratings of Eligible Investments including at the time of reinvestment of earnings thereof. The
Trustee shall have no responsibility whatsoever to determine whether any investments made pursuant to
the Indenture are or continue to be Eligible Investments. Any deposit or investment directed by the
Borrower shall constitute a certification by the Borrower to the Trustee that the assets so deposited or to be
purchased pursuant to such directions are Eligible Investments. In no event shall the Trustee be deemed an
investment manager or adviser in respect of any selection of investments under the Indenture.
(f) As long as no Event of Default shall have occurred and be continuing, the Borrower shall
have the right to designate the investments to be sold and to otherwise direct the Trustee in the sale or
purchase of the investments made with the money in the Special Funds provided that the Trustee shall be
entitled to conclusively assume the absence of any such Event of Default unless the Responsible Officer of
the Trustee has notice thereof as described in the applicable provisions under the Indenture; if there has
been an Event of Default, the Trustee shall have the right to direct the sale of investments. In the absence
of such directions from the Authorized Borrower Representative, the Trustee shall invest the proceeds of
maturing investments in the Special Funds in Eligible Investments having a maturity date not longer than
the earlier of 30 days from the date of purchase, the next Mandatory Tender Date or the Maturity Date, as
applicable; provided that if applicable, the Trustee shall invest in United States Treasury Obligations – State
and Local Government Series (“SLGS”) that are “Time Deposit” SLGS (and not in “Demand Deposit”
SLGS).
(g) The investments described in each of the above paragraphs shall be made by the Trustee
pursuant to the direction provided by the Indenture and in accordance with the written direction of the
Borrower to be provided on the Closing Date, which shall remain in effect unless and until further written
direction is provided by the Borrower.
(h) Amounts, if any, on deposit in the Costs of Issuance Fund shall be invested at the written
direction of the Borrower in Eligible Investments until disbursed or returned to the Borrower pursuant to
the provisions described under the caption “Costs of Issuance Fund” below.
(i) The Borrower acknowledges that to the extent that regulations of the Comptroller of the
Currency grant the Borrower the right to receive brokerage confirmations of security transactions as they
occur, the Borrower specifically waives such right to notification to the extent permitted by law and
acknowledges that it will receive periodic transaction statements that will detail all investment transactions.
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