Common use of Applicable to Paying Agents Clause in Contracts

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 shall not apply to the Company or any Affiliate of the Company if it or such Affiliate acts as Paying Agent. SECTION 1414 DEFEASANCE OF THIS ARTICLE FOURTEEN. The subordination of the Securities provided by this Article is expressly made subject to the provisions for defeasance or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasance, the Securities then outstanding shall thereupon cease to be subordinated pursuant to this Article Fourteen. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all as of the day and year first above written.

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 shall not apply to the Company or any Affiliate of the Company if it or such Affiliate acts as Paying Agent. SECTION Section 1414 DEFEASANCE OF THIS ARTICLE FOURTEENDefeasance of this Article Fourteen. The subordination of the Securities provided by this Article is expressly made subject to the provisions for defeasance or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasance, the Securities then outstanding shall thereupon cease to be subordinated pursuant to this Article Fourteen. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all as of the day and year first above written.

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 shall not apply to the Company or any Affiliate of the Company if it or such Affiliate acts as Paying Agent. SECTION Section 1414 DEFEASANCE OF THIS ARTICLE FOURTEENDefeasance of this Article Fourteen. The subordination of the Securities provided by this Article is expressly made subject to the provisions for defeasance or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasance, the Securities then outstanding shall thereupon cease to be subordinated pursuant to this Article Fourteen. ----------------------------- This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all as of the day and year first above written.

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "“Trustee" ” as used in this Article shall in such case (unless the context shall otherwise requiresrequire) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such the Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 Sections 1304 and 1306 shall not apply to the Company or any Affiliate of the Company if it the Company or such Affiliate acts as Paying Agent. SECTION 1414 DEFEASANCE OF THIS ARTICLE FOURTEEN1308. Trustee Not Fiduciary for Holders of Senior Indebtedness; Preservation of Trustee’s Rights. The subordination Trustee shall not be deemed to owe any fiduciary duty to the holders of Senior Indebtedness and shall not be liable to any such holders if it shall in good faith mistakenly pay over or distribute to Holders of Securities or to the Securities provided Company or to any other Person cash, property or securities to which any holders of Senior Indebtedness shall be entitled by virtue of this Article is expressly made subject or otherwise. Nothing in this Article shall subordinate to Senior Indebtedness the provisions for defeasance claims of, or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasancepayments to, the Securities then outstanding shall thereupon cease to be subordinated Trustee under or pursuant to this Article FourteenSection 607. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereofwitness whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all executed as of the day and year first above written.. Modine Manufacturing Company By , as Trustee By

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "“Trustee" ” as used in this Article shall in such case (unless the context shall otherwise requiresrequire) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such the Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 Sections 1304 and 1306 shall not apply to the Company or any Affiliate of the Company if it the Company or such Affiliate acts as Paying Agent. SECTION 1414 DEFEASANCE OF THIS ARTICLE FOURTEEN1308. Trustee Not Fiduciary for Holders of Senior Indebtedness; Preservation of Trustee’s Rights. The subordination Trustee shall not be deemed to owe any fiduciary duty to the holders of Senior Indebtedness and shall not be liable to any such holders if it shall in good faith mistakenly pay over or distribute to Holders of Securities or to the Securities provided Company or to any other Person cash, property or securities to which any holders of Senior Indebtedness shall be entitled by virtue of this Article is expressly made subject or otherwise. Nothing in this Article shall subordinate to Senior Indebtedness the provisions for defeasance claims of, or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasancepayments to, the Securities then outstanding shall thereupon cease to be subordinated Trustee under or pursuant to this Article FourteenSection 607. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereofwitness whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all executed as of the day and year first above written.. Modine Manufacturing Company By _____________________________, as Trustee By

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 1612 shall not apply to the Company or any Affiliate of the Company if it or such Affiliate acts as Paying Agent. SECTION 1414 DEFEASANCE OF THIS ARTICLE FOURTEEN1614. Defeasance of this Article Sixteen. The subordination of the Securities Subsidiary Guarantees provided by this Article Sixteen is expressly made subject to the provisions for defeasance or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasance, the Securities Subsidiary Guarantees then outstanding shall thereupon cease to be subordinated pursuant to this Article FourteenSixteen. ----------------------------- This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all as of the day and year first above written.

Applicable to Paying Agents. In case at any time any Paying Agent other than the Trustee shall have been appointed by the Company and be then acting hereunder, the term "Trustee" as used in this Article shall in such case (unless the context otherwise requires) be construed as extending to and including such Paying Agent within its meaning as fully for all intents and purposes as if such Paying Agent were named in this Article in addition to or in place of the Trustee; provided, however, that Section 1414 1612 shall not apply to the Company or any Affiliate of the Company if it or such Affiliate acts as Paying Agent. SECTION 1414 DEFEASANCE OF THIS ARTICLE FOURTEENSection 1614. Defeasance of this Article Sixteen. The subordination of the Securities Subsidiary Guarantees provided by this Article Sixteen is expressly made subject to the provisions for defeasance or covenant defeasance in Article Thirteen hereof and, anything herein to the contrary notwithstanding, upon the effectiveness of any such defeasance or covenant defeasance, the Securities Subsidiary Guarantees then outstanding shall thereupon cease to be subordinated pursuant to this Article FourteenSixteen. ----------------------------- This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. In proving the existence of this Indenture it shall not be necessary to produce more than one copy. In Witness Whereof, the parties hereto have caused this Indenture to be duly executed, and their respective corporate seals to be hereunto affixed and attested, all as of the day and year first above written.