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~1 <br />2 <br />3 <br />4 <br />5 <br />6 <br />7 <br />8 <br />9 <br />l0 <br />11 <br />12 <br />13 <br />14 <br />15 Nothing in this Agreement or in the Certificates shall affect or impair the bligation of the <br />16 County, which is absolute and unconditional, to pay, but solely and only from the ecurity pledged <br />17 therefor, at the respective dates of maturity and places therein expressed the rincipal of (and <br />18 premium, if any) and interest on the Certificates to the respective Owners thereof o affect or impair <br />19 the right of action, which is also absolute and unconditional, of any Owner to enfor e such payment <br />20 of his Certificate. <br />21 <br />22 SECTION 605. TERMINATION OF PROCEEDINGS. In case the Trustee or ~he Owners shall <br />in this Article, and the Owners of at least 25% in principal amount of the ertificates then <br />Outstanding shall have filed a written request with the Trustee, and shall have offe ed it reasonable <br />opportunity, either to exercise the powers granted in this Agreement or by the Act r by the laws of <br />the State or to institute such action, suit or proceeding in its own name, and unless s ch Owners shall <br />have offered to the Trustee adequate security and indemnity against the costs, expen es and liabilities <br />to be incurred therein or thereby, and the Trustee shall have refused to comply with such request for <br />a period of sixty (60) days after receipt by it of such notice, request and offer of in emnity, it being <br />understood and intended that no one or more Owners of Certificates shall have ny right in any <br />manner whatever by his or their action to affect, disturb or prejudice the pledg created by this <br />Agreement, or to enforce any right under this Agreement, except in the manner her in provided; and <br />that all proceedings at law or in equity to enforce any provision of this Agreement s all be instituted, <br />had and maintained in the manner provided in this Agreement and for the equ 1 benefit of all <br />Owners of the Outstanding Certificates. <br />~t3 have proceeded to enforce any right under the Agreement and such proceeding shall have been <br />24 discontinued or abandoned for any reason, or shall have been determined adversely, en and in every <br />25 such case the County, the County and the Owners shall be restored to their fo er positions and <br />26 rights hereunder and all rights, remedies and powers of the Trustee shall conti ue as if no such <br />27 proceedings had been taken except as modified by such proceedings. I <br />28 <br />29 SECTION 606. WAIVERS OF EVENTS OF DEFAULT. The Trustee may, in its discretion, <br />3o waive any Event of Default hereunder and its consequences and rescind any decl tion of maturity <br />31 of principal and, in case of any such waiver or rescission, the County, each Credit Provider and the <br />32 Owners shall be restored to their former positions and rights hereunder respecti ely, but no such <br />33 waiver or rescission shall extend to or affect any subsequent or other default, or impair any right <br />34 consequent thereon. Neither the Trustee, any Credit Provider nor the Owners sha 1 waive a default <br />35 or an Event of Default hereunder which arises: <br />36 <br />37 <br />38 <br />39 <br />40 <br />41 <br />42 <br />43 <br />(1) under Section 601(a) unless all past due payments of principal <br />with respect to the Certificates have been paid in full; or <br />(2) with respect to any Certificates secured by a Credit Facility wi <br />the prior written consent of the related Credit Provider. <br />interest owing <br />~ <br />first obtaining <br />FINANCING AND TRUST AGREEMENT <br />PAGE 4Z <br />