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proceeding or action with respect to any court order issued in connection with any such <br />Insolvency Proceeding. Remedies granted to the Bondholders shall expressly include mandamus. <br />No contract shall be entered into or any action taken by which the rights of the 2016 <br />Bond Insurer or security for or sources of payment of the Insured Series 2016 Bonds may be <br />impaired or prejudiced in any material respect except upon obtaining the prior written consent of <br />the 2016 Bond Insurer. <br />Any interest rate exchange agreement ( "Swap Agreement ") entered into by the Agency <br />with respect to the Series 2016 Bonds shall meet the following conditions: (i) the Swap <br />Agreement must be entered into to manage interest costs related to, or a hedge against (a) assets <br />then held, or (b) debt then outstanding, or (iii) debt reasonably expected to be issued within the <br />next twelve (12) months, and (ii) the Swap Agreement shall not contain any leverage element or <br />multiplier component greater than 1.Ox unless there is a matching hedge arrangement which <br />effectively off -sets the exposure from any such element or component. Unless otherwise <br />consented to in writing by the 2016 Bond Insurer, any uninsured net settlement, breakage or <br />other termination amount then in effect shall be subordinate to debt service on the Insured Series <br />2016 Bonds and on any debt on parity with the Bonds. The Agency shall not terminate a Swap <br />Agreement unless it demonstrates to the satisfaction of the 2016 Bond Insurer prior to the <br />payment of any such termination amount that such payment will not cause the Agency to be in <br />default under the Related Documents, including but not limited to, any monetary obligations <br />thereunder. All counterparties or guarantors to any Swap Agreement must have a rating of at <br />least "A-" and "AY by Standard & Poor's (S &P ") and Moody's Investors Service ( "Moody's "). <br />If the counterparty or guarantor's rating falls below "A -" or "AT' by either S &P or Moody's, the <br />counterparty or guarantor shall execute a credit support annex to the Swap Agreement, which <br />credit support annex shall be acceptable to the 2016 Bond Insurer. If the counterparty or the <br />guarantor's long term unsecured rating falls below `Baal" or "BBB +" by either Moody's or S &P, <br />a replacement cmurterparty or guarantor, acceptable to the 2016 Bond Insurer, shall be required. <br />Section 12.16 Bond Insurer Notice Provisions. [SAMPLE PROVISIONS] The Bond <br />Insurer shall be provided with the following information by the Agency or Trustee, as the case <br />maybe: <br />(i) Annual audited financial statements as part of the Annual Report (as <br />defined in the Continuing Disclosure Agreement), provided, however, that the audited <br />financial statements of the Agency may be submitted separately from the balance of the <br />Annual Report, and later than the date required for the filing of the Annual Report and as <br />soon as practicable if they are not available by that date, and such other information, data <br />or reports as the Bond Insurer shall reasonably request from time to time; <br />(ii) Notice of any draw upon the Agency's Reserve Account within two <br />Business Days after knowledge thereof other than (i) withdrawals of amounts in excess of <br />the applicable Reserve Account Requirement and (ii) withdrawals in connection with a <br />refunding of the Bonds insured by the Bond Insurer; <br />(iii) Notice of any default known to the Trustee or Agency within five <br />Business Days after knowledge thereof; <br />62 <br />.' <br />