PRILIMINARY OFFIC STATEMENT 11-15-2001 44.

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Upon the happening and continuance of an Event of Default, the Trustee may, and shall upon the written request of Holders of not less than twenty-five percent (25%) in aggregate principal amount of all outstanding Senior Bonds, proceed forthwith by suit or suits at law or in equity or by any other appropriate remedy to enforce payment of the Senior Bonds, to enforce application to such payment of the funds, revenues and income appropriated thereto by the Indenture and by the Senior Bonds,to enforce remedies under the Loan Agreement, to foreclose enforce the Mortgage and/or enforce the provisions of the Mortgage and any such other appropriate legal or equitable remedy as the Trustee, being advised by counsel, shall deem most effectual to protect and enforce any of its rights or any of the rights of the holders of Senior Bonds. Notwithstanding the foregoing,the Trustee need not proceed upon any such written request of such Bondholders, as aforesaid, unless such Bondholders shall have offered to the Trustee surety and indemnity satisfactory to it against the costs, expenses and liabilities to be incurred therein or thereby. For as long as any Senior Bonds are outstanding, neither the Trustee nor any holder of the Subordinate Bonds shall take any action or remedies hereunder in the event of default in payment of the Subordinate Bonds or other Events of Default relating to the Subordinate Bonds. Upon the occurrence of an Event of Default, and upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the Trustee and the Holders of Bonds under the Indenture, the Trustee shall be entitled, as a matter of right, to the appointment of a receiver or receivers of the Trust Estate and of the revenues, issues, payments and profits thereof, pending such proceedings, with such powers as the court making such appointment shall confer. Power of Majority of Bondholders Anything in the Indenture to the contrary notwithstanding,a Majority of Holders shall have the right,at any time,by an instrument or instruments in writing executed and delivered to the Trustee,to direct the method and place of conducting all proceedings to be taken under the Indenture,the Loan Agreement,the Mortgage,and the Subordinate Mortgage;provided that such direction shall not be otherwise than in accordance with the provisions of law and that the Trustee shall be indemnified as provided in the Indenture. Limitation on Suits by Bondholders No Holder of any Bond shall have any right to institute any suit,action or proceeding in equity or at law for the enforcement of the Indenture, or for the execution of any trust or for any other remedy under the Indenture or under the Loan Agreement, Mortgage or the Subordinate Mortgage,unless either(a)such action shall be approved by Holders of not less than fifty-one percent (51%) in aggregate principal amount of Bonds outstanding, or (b) a Default has occurred of which the Trustee has been notified or of which it is deemed to have notice,the Trustee shall have failed to take action in respect thereof and the Holders of one- fourth (1/4) in aggregate principal amount of Bonds outstanding under the Indenture shall