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FIRST - To the payment of the persons entitled thereto of <br /> all installments of interest then due on the Bonds, in the order of <br /> the maturity of the installments of such interest and, if the amount <br /> available shall not be sufficient to pay in full any particular <br /> installment, then to the payment ratably, according to the amounts <br /> due on such installment, to the persons entitled thereto, without any <br /> discrimination or privilege; <br /> SECOND - To the payment of the persons entitled thereto <br /> of the unpaid principal of and premium, if any, on any of the <br /> Bonds which shall have become due (other than Bonds matured or <br /> called for redemption for the payment of which moneys are held <br /> pursuant to the provisions of this Indenture), in the order of their <br /> due dates and, if the amount available shall not be sufficient to pay <br /> in full the principal of and premium, if any, on such Bonds due on <br /> any particular date, then to the payment ratably, according to the <br /> amount due on such date, to the persons entitled thereto without <br /> any discrimination or privilege; and <br /> THIRD - To be held for the payment to the persons entitled <br /> thereto as the same shall become due of the principal of, interest, <br /> and premium, if any, on the Bonds, which may thereafter become <br /> due either at maturity or upon call for redemption prior to maturity <br /> and, if'the amount available shall not be sufficient to pay in full <br /> such principal and premium, if any, due on any particular date, <br /> together with interest then due and owing thereon, payment shall <br /> be made in accordance with the FIRST and SECOND paragraphs <br /> hereof. <br /> Whenever moneys are to be applied pursuant to the provisions of this <br /> Section 9.09, such moneys shall be applied at such times, and from time to time, as the <br /> Trustee shall determine, having due regard to the amount of such moneys available for <br /> application and the likelihood of additional moneys becoming available for such application <br /> in the future. The Trustee shall give, by mailing by first class mail as it may deem <br /> appropriate, such notice of the deposit with it of any such moneys. <br /> SECTION 9.10. Bond Insurer's Direction of Proceedings. <br /> Notwithstanding any other provision hereof, so long as a Bond Insurance Policy is in effect <br /> with respect to any Series of Bonds, upon the occurrence and continuance of an Event of <br /> Default hereunder, the Bond Insurer shall be entitled to control and direct the enforcement <br /> of all rights and remedies granted to the Owners or the Trustee for the benefit of the <br /> Owners hereunder, and the Bond Insurer shall also be entitled to approve all waivers of <br /> Events of Default. <br /> LAI-63221.5 54 <br />