TO ANY SERIES OF NOTES
OTHER THAN THE SERIES 2003-4 NOTES, IT SHALL NOT EXERCISE ANY RIGHTS OR REMEDIES
AVAILABLE TO IT AS A RESULT OF THE OCCURRENCE OF AN AMORTIZATION EVENT WITH
RESPECT TO THE SERIES 2003-4 NOTES (EXCEPT THOSE SET FORTH IN CLAUSES (F) AND
(G) OF ARTICLE III) OR A SERIES 2003-4 LIMITED LIQUIDATION EVENT OF DEFAULT
UNTIL AFTER THE TRUSTEE HAS GIVEN PRIOR WRITTEN NOTICE THEREOF TO THE SURETY
PROVIDER AND OBTAINED THE DIRECTION OF THE REQUIRED NOTEHOLDERS WITH RESPECT TO
THE SERIES 2003-4 NOTES.
THE TRUSTEE AGREES TO NOTIFY THE SURETY PROVIDER
PROMPTLY FOLLOWING ANY EXERCISE OF RIGHTS OR REMEDIES AVAILABLE TO IT AS A
RESULT OF THE OCCURRENCE OF ANY AMORTIZATION EVENT OR A SERIES 2003-4 LIMITED
LIQUIDATION EVENT OF DEFAULT.
SECTION 6.16
EFFECT OF PAYMENTS BY THE SURETY PROVIDER.
ANYTHING HEREIN TO THE
CONTRARY NOTWITHSTANDING, ANY DISTRIBUTION OF PRINCIPAL OF OR INTEREST ON THE
SERIES 2003-4 NOTES THAT IS MADE WITH MONEYS RECEIVED PURSUANT TO THE TERMS OF
THE SURETY BOND SHALL NOT (EXCEPT FOR THE PURPOSE OF CALCULATING THE PRINCIPAL
DEFICIT AMOUNT) BE CONSIDERED PAYMENT OF THE SERIES 2003-4 NOTES BY AFC-II.
THE
TRUSTEE ACKNOWLEDGES THAT, WITHOUT THE NEED FOR ANY FURTHER ACTION ON THE PART
OF THE SURETY PROVIDER, (I) TO THE EXTENT THE SURETY PROVIDER MAKES PAYMENTS,
DIRECTLY OR INDIRECTLY, ON ACCOUNT OF PRINCIPAL OF OR INTEREST ON THE
SERIES 2003-4 NOTES TO THE TRUSTEE FOR THE BENEFIT OF THE SERIES 2003-4
NOTEHOLDERS OR TO THE SERIES 2003-4 NOTEHOLDERS (INCLUDING ANY PREFERENCE
AMOUNTS AS DEFINED IN THE SURETY BOND), THE SURETY PROVIDER WILL BE FULLY
SUBROGATED TO THE RIGHTS OF SUCH SERIES 2003-4 NOTEHOLDERS TO RECEIVE SUCH
PRINCIPAL AND INTEREST AND WILL BE DEEMED TO THE EXTENT OF THE PAYMENTS SO MADE
TO BE A SERIES 2003-4 NOTEHOLDER AND (II) THE SURETY PROVIDER SHALL BE PAID
PRINCIPAL AND INTEREST IN ITS CAPACITY AS A SERIES 2003-4 NOTEHOLDER UNTIL ALL
SUCH PAYMENTS BY THE SURETY PROVIDER HAVE BEEN FULLY REIMBURSED, BUT ONLY FROM
THE SOURCES AND IN THE MANNER PROVIDED HEREIN FOR THE DISTRIBUTION OF SUCH
PRINCIPAL AND INTEREST AND IN EACH CASE ONLY AFTER THE SERIES 2003-4 NOTEHOLDERS
HAVE RECEIVED ALL PAYMENTS OF PRINCIPAL AND INTEREST DUE TO THEM HEREUNDER ON
THE RELATED DISTRIBUTION DATE.
53
SECTION 6.17
SERIES 2003-4 DEMAND NOTES.
OTHER THAN PURSUANT TO A DEMAND
THEREON PURSUANT TO SECTION 2.5, AFC-II SHALL NOT REDUCE THE AMOUNT OF THE
SERIES 2003-4 DEMAND NOTES OR FORGIVE AMOUNTS PAYABLE THEREUNDER SO THAT THE
OUTSTANDING PRINCIPAL AMOUNT OF THE SERIES 2003-4 DEMAND NOTES AFTER SUCH
REDUCTION OR FORGIVENESS IS LESS THAN THE SERIES 2003-4 LETTER OF CREDIT
LIQUIDITY AMOUNT.
AFC-II SHALL NOT AGREE TO ANY AMENDMENT OF THE SERIES 2003-4
DEMAND NOTES WITHOUT FIRST SATISFYING THE RATING AGENCY CONFIRMATION CONDITION
AND THE RATING AGENCY CONSENT CONDITION.
SECTION 6.18
SUBROGATION.
IN FURTHERANCE OF AND NOT IN LIMITATION OF THE
SURETY PROVIDER'S EQUITABLE RIGHT OF SUBROGATION, EACH OF THE TRUSTEE AND AFC-II
ACKNOWLEDGE THAT, TO THE EXTENT OF ANY PAYMENT MADE BY