Common use of Preference Claims; Direction of Proceedings Clause in Contracts

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Note Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Note Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Note Policy. Pursuant to the terms of the Note Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Note Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Indenture Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Noteholders' Interest Distributable Amount or Noteholders' Principal Distributable Amount paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Indenture Trustee shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Indenture Trustee or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Indenture Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Indenture Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Indenture Trustee shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's ’s payment is so recoverable, such Class A Noteholder will shall be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order “Order” (as defined in the Policy) and not to the Trust Collateral Agent Indenture Trustee or any Class A Noteholder directly (unless a Class A such Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Indenture Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer). Each “Notice of Claim” (as defined in the Policy) shall provide that the Indenture Trustee, on its behalf and on behalf of the Noteholders, thereby appoints the Insurer as agent and attorney-in-fact for the Indenture Trustee and each Noteholder in any legal proceeding with respect to the Notes. The Indenture Trustee shall promptly notify the Insurer of any proceeding or the institution of any action (of which a Responsible Officer of the Indenture Trustee has actual knowledge) seeking the avoidance as a preferential transfer under applicable bankruptcy, insolvency, receivership, rehabilitation or similar law (a “Note Preference Claim”) of any payment made with respect to the Notes. Each Holder of Notes, by its purchase of Notes, and the Indenture Trustee hereby agree that so long as an Insurer Default shall not have occurred and be continuing, the Insurer may at any time during the continuation of any proceeding relating to a Note Preference Claim direct all matters relating to such Note Preference Claim including (i) the direction of any appeal of any order relating to any Note Preference Claim and (ii) the posting of any surety, supersedeas or performance bond pending any such appeal at the expense of the Insurer, but subject to reimbursement as provided in the Insurance Agreement. In addition, and without limitation of the foregoing, the Insurer shall be subrogated to, and each Noteholder and the Indenture Trustee hereby delegate and assign, to the fullest extent permitted by law, the rights of the Indenture Trustee and each Noteholder in the conduct of any proceeding with respect to a Note Preference Claim, including, without limitation, all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any such Note Preference Claim.

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Class A Interest Distributable Amount or Class A Principal Distributable Amount paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Certificate Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Certificate Insurer will make such payment to the Trust Collateral Agent Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Certificate Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Guaranteed Distribution paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer of such avoided payment, and shall, at the time it provides notice to the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Certificate Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Certificate Insurer will make such payment to the Trust Collateral Agent Trustee for paymentdistribution, in accordance with the instructions to be provided by the Note Certificate Insurer, to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Certificate Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment Certificateholders' Interest Distributable Amount or Certificateholders' Principal Distributable Amount paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Certificate Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Certificate Policy. Pursuant to the terms of the Certificate Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Certificate Policy) and not to the Trust Collateral Agent or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Owner Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Certificateholders' Interest Distributable Amount or Certificateholders' Principal Distributable Amount paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Owner Trustee shall so notify the Note Security Insurer, shall comply with the provisions of the Certificate Policy to obtain payment by the Note Security Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Security Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Certificate Policy. Pursuant to the terms of the Certificate Policy, the Note Security Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Certificate Policy) and not to the Trust Collateral Agent Owner Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Security Insurer will make such payment to the Trust Collateral Agent Owner Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Security Insurer).

Preference Claims; Direction of Proceedings. (axvi) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Guaranteed Distribution paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer of such avoided payment, and shall, at the time it provides notice to the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Certificate Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder 67 Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Certificate Insurer will make such payment to the Trust Collateral Agent Trustee for paymentdistribution, in accordance with the instructions to be provided by the Note Certificate Insurer, to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Certificate Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-in- possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Indenture Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment (as defined in the Policy) paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Indenture Trustee shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. The Indenture Trustee shall furnish to the Insurer its records evidencing the payments of principal and interest on Notes, if any, which have been made by the Indenture Trustee and subsequently recovered from Noteholders, and the dates on which such payments were made. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Indenture Trustee or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Indenture Trustee for payment, distribution in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Interest Distributable Amount or Principal Distributable Amount paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Certificate Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Certificate Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertificateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Certificate Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certificateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Certificate Insurer will make such payment to the Trust Collateral Agent Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Certificate Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Payment (as defined in the Note Policy) paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Note Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Note Policy. The Trust Collateral Agent shall furnish to the Note Insurer its records evidencing the payments of principal and interest on Class A Notes, if any, which have been made by the Trust Collateral Agent and subsequently recovered from Class A Noteholders, and the dates on which such payments were made. Pursuant to the terms of the Note Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Note Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, distribution in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Indenture Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Indenture Trustee shall so notify the Note Insurer, shall comply with the provisions of the Note Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes Noteholders by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Note Policy. Pursuant to the terms of the Note Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Note Policy) and not to the Trust Collateral Agent Indenture Trustee or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Indenture Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent has received a certified copy of an order of the appropriate court that any Scheduled Insured Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Payment Class A Interest Distributable Amount or Class A Principal Distributable Amount paid on a Class A Note Certificate has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Security Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Security Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Security Insurer, notify Holders of the Class A Notes Certificates by mail that, in the event that any Class A NoteholderCertifi- cateholder's payment is so recoverable, such Class A Noteholder Certificateholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Security Insurer will make such payment on behalf of the Class A Noteholder Certificateholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder Certificateholder directly (unless a Class A Noteholder Certifi- cateholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Security Insurer will make such payment to the Trust Collateral Agent Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, distribution to such Class A Noteholder Certificateholder upon proof of such payment reasonably satisfactory to the Note Security Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Trustee has received a certified copy of an order of the appropriate court that any Scheduled Policy Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Trustee shall so notify the Note Insurer, shall comply with the provisions of the Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Policy. Pursuant to the terms of the Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Policy) and not to the Trust Collateral Agent Trustee or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the -63- Indenture receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Trustee for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).

Preference Claims; Direction of Proceedings. (a) In the event that the Trust Collateral Agent Servicer has received a certified copy of an order of the appropriate court that any Scheduled Payment paid on a Class A Note has been avoided in whole or in part as a preference payment under applicable bankruptcy law, the Trust Collateral Agent Servicer shall so notify the Note Insurer, shall comply with the provisions of the Note Policy to obtain payment by the Note Insurer of such avoided payment, and shall, at the time it provides notice to the Note Insurer, comply with the provisions of the Note Policy to obtain payment by the Note Insurer, notify Holders of the Class A Notes by mail that, in the event that any Class A Noteholder's payment is so recoverable, such Class A Noteholder will be entitled to payment pursuant to the terms of the Note Policy. Pursuant to the terms of the Note Policy, the Note Insurer will make such payment on behalf of the Class A Noteholder to the receiver, conservator, debtor-in-possession or trustee in bankruptcy named in the Order (as defined in the Note Policy) and not to the Trust Collateral Agent Servicer or any Class A Noteholder directly (unless a Class A Noteholder has previously paid such payment to the receiver, conservator, debtor-in-possession or trustee in bankruptcy, in which case the Note Insurer will make such payment to the Trust Collateral Agent Servicer for payment, in accordance with the instructions to be provided by the Note Insurer, to such Class A Noteholder upon proof of such payment reasonably satisfactory to the Note Insurer).