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18 <br />(b) BSBY Rate Conforming Changes. In connection with the use or administration of <br />the BSBY Rate, BSBY Rate Calculation Agent will have the right to make Conforming Changes <br />from time to time and, notwithstanding anything to the contrary herein, in the Agreement, the <br />Indenture, the Notes or any other document, any amendments implementing such Conforming <br />Changes will become effective without any further action or consent of any other party to the <br />Indenture, the Agreement, the Notes or any other document. BSBY Rate Calculation Agent will <br />promptly notify the Borrower of the effectiveness of any Conforming Changes in connection with <br />the use or administration of the BSBY Rate. <br />(c) Default Rate. At any time during which an Event of Default shall have occurred <br />and be continuing, all amounts owing to the Initial BSBY Rate Bond Purchaser and the Holder <br />hereunder, including all unpaid principal and the purchase price of any Bonds tendered for <br />purchase hereunder, and, to the extent permitted by law, any unpaid interest on the Bonds, shall <br />accrue interest daily at the Default Rate. Interest accruing at the Default Rate shall be due and <br />payable on demand. <br />(d) Maximum Lawful Rate. If the amount of interest payable for any interest period <br />during the Initial BSBY Rate Period exceeds the amount of interest that would be payable for such <br />period had interest for such period been calculated at the Maximum Lawful Rate, then interest for <br />such period shall be payable in an amount calculated at the Maximum Lawful Rate for such period. <br />Any interest that would have been due and payable for any period but for the operation of this <br />clause shall nonetheless continue to accrue and be payable and shall, less interest actually paid to <br />the Holder or Holders for such period, constitute the “Excess Interest Amount.” If there is any <br />accrued and unpaid Excess Interest Amount as of any date, then the principal amount with respect <br />to which interest is payable shall bear interest at the Maximum Lawful Rate, until payment to the <br />Holder or Holder of the entire Excess Interest Amount. Notwithstanding the foregoing, on the <br />date on which no principal amount hereunder remains unpaid, the Borrower shall pay to the Initial <br />BSBY Rate Bond Purchaser a fee equal to any accrued and unpaid Excess Interest Amount. <br />(e) Direct Payment Provisions. Notwithstanding any provision of the Indenture or the <br />Agreement to the contrary: <br />(i) All loan payments by the Borrower under the Agreement attributable to the <br />principal and redemption or purchase price of, and the interest on, the Bonds, shall be paid <br />directly by the Borrower to the Initial BSBY Rate Bond Purchaser. Whenever any payment <br />of the principal of the Bonds shall be made, whether at maturity or by prior redemption, <br />such payment shall be made by the Borrower to the Initial BSBY Rate Bond Purchaser <br />without presentation and surrender of any Bond, provided that, absent manifest error, the <br />Initial BSBY Rate Bond Purchaser’s record of such payments shall be conclusive and <br />binding on the Borrower and upon any subsequent Holder of the Bonds so paid or redeemed <br />and, in the case of the payment in full of the Bonds, such Holder shall forthwith surrender <br />the Bonds to the Trustee for cancellation. If any Bonds, or any interest or participation <br />therein, are sold or transferred, the Initial BSBY Rate Bond Purchaser shall notify the <br />Issuer, the Trustee and the Borrower in writing of the name and address of the transferee, <br />and it will, prior to delivery of such Bonds, make a notation on such Bonds of the date to <br />which interest has been paid thereon and of the amount of any prepayments made on