Common use of Reset Rate Clause in Contracts

Reset Rate. (a) In connection with each Remarketing, in order to remarket the RSNs, the Remarketing Agent(s), in consultation with the Company and the Guarantor, may reset the Coupon Rate on the RSNs either upward or downward, as provided in the Remarketing Agreement, to the applicable Reset Rate. (b) Anything herein to the contrary notwithstanding, no Reset Rate shall in any event exceed the maximum rate permitted by applicable law. (c) In the event of a Successful Remarketing, the Coupon Rate shall be reset on the Remarketing Settlement Date to the applicable Reset Rate as determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, under the Remarketing Agreement, and the Company shall (1) notify the Trustee by an Officer’s Certificate delivered to the Trustee and (2) request the Depository to notify its Depository (d) If a reset of the Coupon Rate of the RSNs occurs pursuant to a Successful Optional Remarketing, the Reset Rate of the RSNs shall be the interest rate determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, pursuant to the Remarketing Agreement, as the interest rate that the RSNs should bear in order for the Remarketing proceeds to equal at least 100% of the sum of the portion of the Treasury Portfolio Purchase Price corresponding to the portion of the Treasury Portfolio relating to the RSNs plus the portion of the Separate RSNs Purchase Price described in clause (ii) of such definition, if any. (e) If a reset of the Coupon Rate of the RSNs occurs pursuant to a Successful Final Remarketing, the Reset Rate shall be the interest rate determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, pursuant to the Remarketing Agreement, as the rate the RSNs should bear in order for the Remarketing proceeds in respect of the RSNs being remarketed to equal at least 100% of the aggregate principal amount of the RSNs being remarketed. (f) In the event of a Failed Final Remarketing, or if no Applicable Ownership Interests in Notes are included in Corporate Units (or the Holder of each such Corporate Unit has duly notified the Purchase Contract Agent of its intent to effect a Cash Settlement and timely paid the Purchase Price) and none of the Holders of the Separate RSNs elect to have their RSNs remarketed in any Remarketing, the applicable interest rate on the RSNs will not be reset and will continue to be the Coupon Rate. (g) If there is a Failed Remarketing, the Company shall cause a notice of the unsuccessful Remarketing to be published before 9:00 a.m., New York City time, on the Business Day following the Applicable Remarketing Period. This notice shall be validly published by furnishing such information on a Current Report on Form 8-K or by making a timely release to any appropriate news agency, including Bloomberg Business News and the Dow ▇▇▇▇▇ News Service.

Reset Rate. (a) In connection with each Remarketing, in order to remarket the RSNs, the Remarketing Agent(s), in consultation with the Company and the Guarantor, may reset the Coupon Rate on the RSNs either upward or downward, as provided in the Remarketing Agreement, to the applicable Reset Rate. (b) Anything herein to the contrary notwithstanding, no Reset Rate shall in any event exceed the maximum rate permitted by applicable law. (c) In the event of a Successful Remarketing, the Coupon Rate shall be reset on the Remarketing Settlement Date to the applicable Reset Rate as determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, under the Remarketing Agreement, and the Company shall (1) notify the Trustee by an Officer’s Certificate delivered to the Trustee and (2) request the Depository to notify its Depository (d) If a reset of the Coupon Rate of the RSNs occurs pursuant to a Successful Optional Remarketing, the Reset Rate of the RSNs shall be the interest rate determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, pursuant to the Remarketing Agreement, as the interest rate that the RSNs should bear in order for the Remarketing proceeds to equal at least 100% of the sum of the portion of the Treasury Portfolio Purchase Price corresponding to the portion of the Treasury Portfolio relating to the RSNs plus the portion of the Separate RSNs Purchase Price described in clause (iii) of such definition, if any. (e) If a reset of the Coupon Rate of the RSNs occurs pursuant to a Successful Final Remarketing, the Reset Rate shall be the interest rate determined by the Remarketing Agent(s), in consultation with the Company and the Guarantor, pursuant to the Remarketing Agreement, as the rate the RSNs should bear in order for the Remarketing proceeds in respect of the RSNs being remarketed to equal at least 100% of the aggregate principal amount of the RSNs being remarketed. (f) In the event of a Failed Final Remarketing, or if no Applicable Ownership Interests in Notes are included in Corporate Units (or the Holder of each such Corporate Unit has duly notified the Purchase Contract Agent of its intent to effect a Cash Settlement and timely paid the Purchase Price) and none of the Holders of the Separate RSNs elect to have their RSNs remarketed in any Remarketing, the applicable interest rate on the RSNs will not be reset and will continue to be the Coupon Rate. (g) If there is a Failed Remarketing, the Company shall cause a notice of the unsuccessful Remarketing to be published before 9:00 a.m., New York City time, on the Business Day following the Applicable Remarketing Period. This notice shall be validly published by furnishing such information on a Current Report on Form 8-K or by making a timely release to any appropriate news agency, including Bloomberg Business News and the Dow ▇▇▇▇▇ News Service.