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of this Indenture or any other proceedings hereunder; provided that (a) any direction shall not be other than
in accordance with the provisions of law and of this Indenture and (b) the Trustee shall be indemnified as
provided in Sections 6.01 and 6.02 hereof.
Section 7.06 Application of Money. After payment of any costs, expenses, liabilities and
advances paid, incurred or made by the Trustee in the collection of money and to all fees of the Trustee for
Ordinary and Extraordinary Expenses pursuant to any right given or action taken under the provisions of
this Article or the provisions of the Loan Agreement, the Regulatory Agreement, or the Promissory Note
(including without limitation, reasonable attorneys’ fees and expenses, except as limited by law or judicial
order or decision entered in any action taken under this Article), all money received by the Trustee following
an Event of Default, shall be applied as follows, subject to Section 3.04 hereof:
(a) Unless the principal of all of the Bonds shall have become, or shall have been declared to
be, due and payable, all of such money shall be deposited in the Bond Fund and shall be applied:
First – To the payment to the Holders entitled thereto of all installments of interest then
due on the Bonds, in the order of the dates of maturity of the installments of that interest, beginning
with the earliest date of maturity and, if the amount available is not sufficient to pay in full any
particular installment, then to the payment thereof ratably, according to the amounts due on that
installment, to the Holders entitled thereto, without any discrimination or privilege, except as to
any difference in the respective rates of interest specified in the Bonds; and
Second – To the payment to the Holders entitled thereto of the unpaid principal of any of
the Bonds which shall have become due, in the order of their due dates, beginning with the earliest
due date, with interest on those Bonds from the respective dates upon which they became due at
the rates specified in those Bonds, and if the amount available is not sufficient to pay in full all
Bonds due on any particular date, together with that interest, then to the payment thereof ratably,
according to the amounts of principal due on that date, to the Holders entitled thereto, without any
discrimination or privilege, except as to any difference in the respective rates of interest specified
in the Bonds.
(b) If the principal of all of the Bonds shall have become due or shall have been declared to be
due and payable pursuant to this Article, all such money shall be deposited into the Bond Fund and shall be
applied to the payment of the principal and interest then due and unpaid upon the Bonds, without preference
or priority of principal over interest, of interest over principal, of any installment of interest over any other
installment of interest, or of any Bond over any other Bond, ratably, according to the amounts due
respectively for principal and interest, to the Holders entitled thereto, without any discrimination or
privilege, except as to any difference in the respective rates of interest specified in the Bonds.
(c) If the principal of all of the Bonds shall have been declared to be due and payable pursuant
to this Article, and if that declaration thereafter shall have been rescinded and annulled under the provisions
of Section 7.03 or 7.10 hereof, subject to the provisions of subsection (b) above in the event that the
principal of all of the Bonds shall become due and payable later, the money shall be deposited in the Bond
Fund and shall be applied in accordance with the provisions of Article III hereof.
(d) Whenever money is to be applied pursuant to the provisions of this Section, such money
shall be applied at such times, and from time to time, as the Trustee shall determine, having due regard to
the amount of money available for application and the likelihood of additional money becoming available
for application in the future. Whenever the Trustee shall direct the application of such money, it shall fix
the date upon which the application is to be made, and upon that date, interest shall cease to accrue on the
amounts of principal, if any, to be paid on that date, provided the money is available therefor. The Trustee
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