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<br />. <br />. <br /> <br />. <br /> <br />. <br /> <br />. <br /> <br /><' . <br /> <br />Section 2. The definition of "Initial Letter of Credit" in <br />Section 1 is hereby amended to read: <br /> <br />"Initial Letter of Credit" means the irrevocable <br />direct pay letter of credit or any replacement letter of <br />credit therefore issued by the Bank securing payment of <br />principal (except the principal amount of funds equal to <br />the amount held by the Fiscal Agent in the Escrow Fund and <br />Debt Service Reserve Account) and an amount equal to 191 <br />days' interest on the Bonds calculated at the rate of <br />interest stated in the Initial Letter of Credit," <br /> <br />Section 3. The third paragraph of Section 3 is amended by <br />adding the following sentence thereto: <br /> <br />"At any time prior to the Initial Reset Date that the <br />rating of the Bank is reduced or withdrawn resulting in a <br />reduction or withdrawal of the rating on the Bonds, the <br />Agency may, at its option, post an Alternate Credit <br />Facility issued by a Bank or financial institution with a <br />rating equal to or higher than the then current rating of <br />the Bank, together with written confirmation from the <br />rating agencies that the rating on the Bonds will not be <br />reduced or withdrawn. Such Alternate Credit Facility <br />shall have a term extending to the Initial Reset Date." <br /> <br />Section 4. The sixth paragraph of Section 3 beginning in <br />the ninth line is amended to read in part as follows: <br /> <br />",..account with a fiscal agent or otherwise, Eligible <br />Moneys sufficient therefor, including, but not limited to, <br />the principal of and the interest earned or to be earned on <br />Federal Securities (purchased with Eligible Moneys),..," <br /> <br />Section 5, <br />following: <br /> <br />Section 5D is hereby amended by adding the <br /> <br />"At least five (5) days prior to the applicable Reset Date, <br />the Fiscal Agent shall notify the Bank that all or a <br />portion of the Bonds will be subject to Mandatory Purchase <br />on the Reset Date and shall submit matera1s to the Bank to <br />effect a draw upon the Initial Letter of Credit or <br />Alternate Credit Facility in accordance with its terms on <br />the Reset Date, The Purchase Price shall be paid only from <br />proceeds of a draw upon the Initial Letter of Credit or <br />Alternate Credit Facility or other Eligible Moneys. <br />Remarketing proceeds shall be applied to reimburse the Bank <br />pursuant to the Reimbursement Agreement." <br /> <br />1372k/2281/01 <br /> <br />-2- <br />