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• <br />and Paying Agent under the Credit Facility securing such Bonds; (iv) that were <br />received by the Trustee from or on behalf of the Issuer or the Company and <br />that have been on deposit with the Trustee for at least 124 days during which <br />no proceeding by or against the Issuer or the Company (as the case may be) <br />under any federal or state bankruptcy or insolvency law or any similar law in <br />effect on the date of this Indenture or thereafter enacted shall have been <br />dismissed and such dismissal shall be final and not subject to appeal; (v) <br />that constitute proceeds (including, without limitation, investment earnings) <br />of any of the foregoing; and (vi) with respect to which there shall have been <br />delivered to the Trustee an opinion of nationally -recognized counsel <br />experienced in bankruptcy matters to the effect that the payment of such <br />moneys to the holder of any such Bond will not be avoidable under the <br />preference avoidance powers of a trustee in bankruptcy of the Issuer or the <br />Company under Section 547 of the United States Bankruptcy Code (or any section <br />amendatory of, supplemental to or replacing such Section) in the• event that <br />the Issuer or the Company becomes the subject of a case thereunder. For the <br />purposes of this definition, moneys shall be deemed to have been r$ceived by <br />or deposited with the Trustee only when cash or its equivalent is so received <br />or deposited (as the case may be) or in the case of checks or drafts, when <br />final payment thereof has been made to the Trustee by the payor bank. <br />"Business Day" means a day other than (i) a Saturday, Sunday or other <br />day on which banking institutions in the State of Florida or the city in which <br />(A) the corporate trust office of the Trustee or the Registrar and Paying <br />Agent, designated in accordance with the applicable Indenture by the Registrar <br />and Paying Agent and the Trustee, respectively, (B) the office of the <br />Remarketing Aqent, designated in accordance with the applicable Indenture by <br />the Remarketing Agent or (C) the office of the Credit Facility Provider at <br />which demands for payment under the Credit Facility must be presented is <br />located are authorized or required to close and (ii) a day on which the New <br />York Stock Exchange is closed. <br />"Code" means the Internal Revenue Code of 1986, as amended, or any <br />applicable predecessor statutory provisions, and the applicable regulations <br />thereunder. <br />"Computation Date" means, with respect to each Issue and except as <br />described above under "The Bonds - Interest - Automatic Rescission of <br />Conversion Upon Failure to Remarket," the date selected by the Remarketing <br />Agent on which a Fixed Rate for the Bonds of such Issue is determined by the <br />Remarketing Agent in accordance with the Indenture under which such Bonds were <br />issued, which shall be a date that is at least seven but not more than 15 <br />Business Days before the first day of the Fixed Rate Period for which such <br />Fixed Rate is determined. <br />"Conversion Date" means, with respect to each Issue, each Fixed Rate <br />Date applicable to the Bonds of such Issue and each date after the Initial <br />Adjustment Date on which the interest rate on such Bonds converts from a Fixed <br />Rate to the Variable Rate. <br />-22- <br />