Payment on Notes. (a) The Company, subject to the Payment Restrictions, shall provide to the Paying Agent, in immediately available funds on or prior to 12:00 noon, New York time, on each Scheduled Interest Payment Date or the Scheduled Maturity Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the interest on and principal of the Notes in the manner, at the times and for the purposes set forth herein and in the text of the Notes; provided that (1) any approved payment of interest on the Notes may be made by check mailed to the persons (the "registered owners") in whose names such Notes are registered on the register maintained pursuant to Section 4.1 hereof at the close of business on the relevant Record Date and (2) the Company will not provide any such funds to the Paying Agent prior to such time as the relevant payment of interest or principal is approved by the Missouri Director. Payments of interest on or principal of the Notes may be made, in the case of a registered owner of at least $5,000,000 aggregate principal amount of Notes, by wire transfer to an account maintained by the registered owner with a bank if such registered owner so elects by giving written notice to the Paying Agent, not less than 15 days (or such fewer days as the Paying Agent may accept at its discretion) prior to the date on which such payments are scheduled to be made, of such election and of the account to which payment is to be made. Unless such designation is revoked, any such designation made by such Holder with respect to such Notes shall remain in effect with respect to any future payments with respect to such Notes payable to such Holder. The Company shall pay any reasonable
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Payment on Notes. (a) The Company, subject Company shall use its best efforts to the Payment Restrictions, shall provide to the Paying Agent, in immediately available funds on or prior to 12:00 noon10:00 a.m., New York time, on each Scheduled Interest Payment Date or the Scheduled applicable Maturity Date or Redemption Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the interest on and principal of and interest on, and Make-Whole Amount with respect to, the Notes in the manner, at the times and for the purposes set forth herein and in the text of the Notes; provided that
(1) that any approved payment of interest on the Notes may be made on the Payment Date by check mailed to the persons (the "registered owners") in whose names such Notes are registered on the register maintained pursuant to Section 4.1 hereof at Noteholders as of the close of business on the relevant Record Date and (2) the Company will not provide any such funds to the Paying Agent prior to such time as the relevant payment of interest or principal is approved by the Missouri DirectorDate. Payments of interest on or principal of of, and any Make-Whole Amount with respect to, the Notes may be made, in the case of a registered owner Noteholder of at least $5,000,000 aggregate principal amount of Notes, by wire electronic funds transfer providing immediately available funds on the Payment Date to an account maintained by the registered owner payee with a bank if such registered owner Noteholder so elects by giving written notice to the Paying Agent, not less than 15 days (or such fewer days as the Paying Agent may accept at its discretion) prior to the date on which such payments are scheduled to be made, of such election and of the account to which payment is to be made. Unless such designation is revokedrevoked not less than 15 days prior to a Payment Date, any such designation made by such Holder Noteholder with respect to such Notes shall remain in effect with respect to any future payments with respect to such the Notes payable to such HolderNoteholder. The Company shall pay any reasonablereasonable administrative costs in connection with making any such payments. Any monies held in respect of the Notes remaining unclaimed at the end of two years after such amounts shall have become payable (whether at the Maturity Date, Redemption Date or otherwise) and monies sufficient therefor shall have been duly made available for payment shall, together with any interest made available for payment thereon, be repaid to the Company upon written request and upon such repayment all liability of the Fiscal Agent with respect thereto shall cease, without, however, limiting in any way any obligation the Company may have to pay principal of and interest on the Notes and any Make-Whole Amount.
(b) Interest will continue to accrue at (i) the Stated Rate on any unpaid principal, and (ii) to the extent permitted by applicable law, the Default Rate on any payment of interest which is not punctually paid or duly provided for on the applicable Interest Payment Date, in each case to, but not including, the date of actual payment.
(c) The Company shall require each Paying Agent other than the Fiscal Agent to agree in writing that the Paying Agent will hold in trust for the benefit of Noteholders or the Fiscal Agent all money held by the Paying Agent for the payment of principal of or interest on, or the Make-Whole Amount with respect to, the Notes, and will notify the Fiscal Agent of any failure by the Company to make any such payment. Until any such failure has been remedied, the Fiscal Agent may require a Paying Agent to pay all money held by it to the Fiscal Agent. In the event the Company wishes to terminate the Fiscal Agent's appointment as Paying Agent, the Company shall provide 30 days' prior written notice to the Fiscal Agent that the Fiscal Agent's appointment to act as Paying Agent is so terminated and the Fiscal Agent may rely on such notice. The Company at any time may require a Paying Agent to pay all money held by the Paying Agent to the Fiscal Agent. Upon doing so the Paying Agent shall have no further liability for the money so paid.
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