2004-21 PROVIDING FOR ISSUANCE OF GENERAL OBLIGATION REFUNDING BONDS, SERIES 2004B

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� ,� . ►. PAYMENTS UNDER THE POLICY/OTHER REQUIRED PROVISIONS A. In the event d�at,on the second Business Day,and again on the Business Day,prior to die payment date on the Obligations,the Paying AgenVTivstee has not received sufficient moneys to pay all principal of and interest on the Obliga6ons due on the second following or following, as the case may be,Business Day,the Paying AgenVhustee shall immediately notify the Insurer or its designee on the same Business Day by telephone or telegraph,confumed in writing by registered�c.ertified mail,of the amount of the deficiency. �I B. If the deficiency is made up in whole or in part prior to or on the payment date,the Paying Agent/Trustee shall so notify the Insurer �� or its designee. ' C. In addition,if the Paying Agent/Trustee has notice that any Bondholder has been required to disgorge paycnents of principal or interest on the Obligations to a trustee in banlauptcy or creditors or od�ers pursuant to a final judgment by a coutt of competent jurisdiction that such payment constitutes an avoidable preference to such Bondhold�wid�in the meaning of any applicable banla�uptcy laws,then the Paying Agent/I'rustee shall notify the Insurer or its desig�e of such fact by telephone or telegraphic notice,confimiad in writing by registered or cer6fied mail. D. The Paying Agent/Trustee is hereby irnevocably designated,appointed,directed and authorized to act as attomey-in-fact for Holders of the Obligations as follows: 1. If and to the extent there is a deficiency in amounts required to pay interest on the Obligations,the Paying Agent/I'n�stee shall (a) execute and deliver to U.S. Bank Tnist Na6onal Association, or its successors under the Policy (the "Insurance Paying ' Agent/Tiustee"),in fonn satisfactory to the Ins«rance Paying Agent/TYustee,an inshwnent appointing the Insurer as agent for such Holders in any legal proceeding related to the payment of such interest and an assigiunent to the Insw�er of the claims for interest to which such deficiency relates and which are paid by the Insurer,(b)receive as desig�ae of the respective Holders(and not as Paying Agent/Tmstee)in accordance with the tenor of the Policy payment from tke Insuruice Paying AgenVTivstee with nespect to the claims for intsrest so assigned,and(c) disb�nse the same to such respective Holdeis;and 2• If and to the extent of a deficiency in amounts required to pay principal of the Obligations,the Paying Agent/Trustee shall (a) execute and deliver to the Insurance Paying Agent/Tivstee in form satisfactory to the Insurarx�Paying Agent/Tn�stee an inshwnent appointing the Insurea-as agent for such Holder in any legal proceading relating to the payment of s�h prir�cipal and an assignment to the Insurer of any of the Obligation surrendered to the Insurance Paying AgentfTn�stee of so much of the principal amount thereof as has not previously been paid or for which moneys are not held by the Paying Agent/Trustee and available for such payment(but such assignment shall be delivered only if payment from the Insurance Paying AgenVTrustee is received),(b)receive as designee of the respecrive Holdeis(and not as Paying Agent/Trustee) in accordance with the tenor of the Policy payment dierefor from the Insurance Paying AgenVTrustee,and (c) disbtuse the same to such Holders. E. Payments with respact to claims for interest on and principal of Obligations disbursed by the Paying AgentfTn�stee from procceds of the Policy shall not be considered to discharge the obligation of die 1ss�r with respect to such Obligafions,and the Insurer shall become die owner of such unpaid Obligation and claims for the interest in accordance with dle tenor of the assigunent made to it under the provisions of this subsection or otherwise. F. Irrespective of wheth�any such assignment is executed and delivered,the Issuer and the Paying Agent/Trustee hereby agree far the benefit of the Insurer that: 1. They recognize that to the extent the Insurer makes payments,directly or indirectly(as by paying tlu�ough the Paying Agent/TYustee),on account of principal of or interest on the Obligations,the Insw�er will be subrogated to the rights of such Holdeis to receive the amount of such priricipal and interest from the Issuer,with interest thereon as provided and solely from the sources stated in this Indenture and the Obligations;and 2. They will accordingly pay to the Insw�er the amount of s�h principal and interest (including principal and interest recovered under subparagiaph(ri)of the first paragraph of the Policy,which piincipal and interest shall be deemad past due and not to have been paid),with intemst thereon as provided in this Indenture and the Obligation,but only from the sources and in the manner provided herein for the payment of principal of and interest on the Obligations to Holders,and will otherwise treat the Insurer as the owner of such rights to the amount of such principal and interest G. In connection with the issuance of additional Obligations,the Issuer shall deliver to the Insurer a copy of the disclosure document,if any,circulated with respect to such addi6onal Obligations. H. Copies of any amendments made to the documents executed in connection with the issuance of the Obligations which are consented to by the Insurer shall be sent to Standaz-d&Poor's Cotporation. I. The Insurer shall receive notice of the resignation or removal of the Paying Agent/Tn�stee anci the appointment of a successor thereto. J. T'he Insurer shall receive copies of all notices required to be delivered to Bondholdets and,on an annual basis,cc�ies of the Issuer's audited financial statements and Annual Budget Notices: Any notice that is required to be given to a holder of the Obligation or to the Paying Agent/1'nistee pursuant to the Indenhu�e shall also be provided to the Insurer. All notices required to be given to the Instu�er under the IndenUu�e shall be in writing and shall be sent by registered or certified mail addi�e.ssed to MBIA Insurance Corporation,113 King Street,Annonk,New York 10504 Attention: Surveillance.