Common use of APPOINTMENT BY NOTE TRUSTEE Clause in Contracts

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee and Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee or as a co-note trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX -------------------------------------------------------------------------------- (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All rights, powers, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Note Trustee. (c) The Note Trustee may remove any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee or co-note trustee will be costs, charges and expenses incurred by the Note Trustee under this deed.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee and Trust Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee or as a co-note trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Offshore Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All rights, powers, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Note Trustee. (c) The Note Trustee may remove any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee or co-note trustee will be costs, charges and expenses incurred by the Note Trustee under this deed.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee and Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee Note Trustee or as a co-note trustee Note Trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Offshore Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, rights, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All . (c) Subject to this deed, all trusts, rights, powers, authorities, discretions, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee a person appointed under paragraph (a) jointly (it being understood that such separate trustee Note Trustee or co-trustee Note Trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such trusts, rights, powers, authorities, discretions, duties and obligations shall be exercised and performed singly solely by such separate trustee Note Trustee or co-trusteeNote Trustee, but solely at the direction of the Note Trustee.. Note Trust Deed [Xxxxxx Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- (cd) The Note Trustee may remove or accept the resignation or retirement of any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee Note Trustee or co-note trustee Note Trustee will be costs, charges and expenses incurred by the Note Trustee under this deed, which shall be reimbursed by the Trustee under clause 12.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee Trustee, the Trust Manager, the Principal Paying Agent and Managerthe Class A Noteholders (in accordance with the relevant Condition 12), appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee Note Trustee or as a co-note trustee Note Trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Class A Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, rights, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All . (c) Subject to this deed, all trusts, rights, powers, authorities, discretions, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee a person appointed under paragraph (a) jointly (it being understood that such separate trustee Note Trustee or co-trustee Note Trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such trusts, rights, powers, authorities, discretions, duties and obligations shall be exercised and performed singly solely by such separate trustee Note Trustee or co-trusteeNote Trustee, but solely only at the direction of the Note Trustee. (cd) The Note Trustee may remove or accept the resignation of any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee Note Trustee or co-note trustee Note Trustee will be costs, charges and expenses incurred by the Note Trustee under this deed.deed which shall be reimbursed by the Trustee under clause 12. -------------------------------------------------------------------------------- Page 33 Note Trust Xxxx Xxxxxx Xxxxxx Xxxxxxxx --------------------------------------------------------------------------------

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee Trustee, the Trust Manager, the Principal Paying Agent and Managerthe US$ Noteholders (in accordance with the relevant Condition 12), appoint any person established or resident in any jurisdiction (whether a -------------------------------------------------------------------------------- Page 33 Note Trust Xxxx Xxxxxx Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- Trust Corporation or not) to act either as a separate note trustee Note Trustee or as a co-note trustee Note Trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, rights, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All . (c) Subject to this deed, all trusts, rights, powers, authorities, discretions, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee a person appointed under paragraph (a) jointly (it being understood that such separate trustee Note Trustee or co-trustee Note Trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such trusts, rights, powers, authorities, discretions, duties and obligations shall be exercised and performed singly solely by such separate trustee Note Trustee or co-trusteeNote Trustee, but solely only at the direction of the Note Trustee. (cd) The Note Trustee may remove or accept the resignation of any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee Note Trustee or co-note trustee Note Trustee will be costs, charges and expenses incurred by the Note Trustee under this deeddeed which shall be reimbursed by the Trustee under clause 12.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 not less than 14 days prior written notice to the Trustee Issuer and Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee or as a co-note trustee jointly with the Note Trustee:: -------------------------------------------------------------------------------- Page 71 Note Trust Deed SMHL Global Fund [ ]-[ ] (i1) if the Note Trustee considers that appointment to be in the interests of the US$ Class A Offered Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii2) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii3) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the TrusteeIssuer. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All rights, powers, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Note Trustee. (c) The Note Trustee may remove any person appointed under this clauseclause 38. The reasonable remuneration of any person appointed under this clause 38 together with any costs, charges and expenses properly incurred by it in performing its function as note trustee or co-note trustee will be costs, charges and expenses incurred by the Note Trustee under this deed.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee and Trust Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee or as a co-note trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Class A Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All rights, powers, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Note Trustee. (c) The Note Trustee may remove any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly -------------------------------------------------------------------------------- Page 36 Note Trust Xxxx Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- incurred by it in performing its function as note trustee or co-note trustee will be costs, charges and expenses incurred by the Note Trustee under this deed.

APPOINTMENT BY NOTE TRUSTEE. (a) The Note Trustee may, on 30 days prior written notice to the Trustee and Manager, appoint any person established or resident in any jurisdiction (whether a Trust Corporation or not) to act either as a separate note trustee Note Trustee or as a co-note trustee Note Trustee jointly with the Note Trustee: (i) if the Note Trustee considers that appointment to be in the interests of the US$ Offshore Noteholders; -------------------------------------------------------------------------------- PAGE 39 NOTE TRUST DEED XXXXX XXXXX & XXXXXXX --------------------------------------------------------------------------------; (ii) for the purposes of conforming to any legal requirements, restrictions or conditions in any jurisdiction in which any particular act or acts is or are to be performed; or (iii) for the purposes of obtaining a judgment in any jurisdiction or the enforcement in any jurisdiction of either a judgment already obtained or any of the provisions of this deed against the Trustee. (b) Subject to the provisions of this deed, a person appointed under paragraph (a) has all trusts, rights, powers, authorities and discretions (not exceeding those conferred on the Note Trustee by this deed) and all duties and obligations conferred or imposed by the instrument of appointment. All . (c) Subject to this deed, all trusts, rights, powers, authorities, discretions, duties and obligations conferred or imposed upon the Note Trustee shall be conferred or imposed upon and exercised or performed by the Note Trustee and such separate note trustee or co-trustee a person appointed under paragraph (a) jointly (it being understood that such separate trustee Note Trustee or co-trustee Note Trustee is not authorised to act separately without the Note Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Note Trustee shall be incompetent or unqualified to perform such act or acts, in which event such trusts, rights, powers, authorities, discretions, duties and obligations shall be exercised and performed singly solely by such separate trustee Note Trustee or co-trusteeNote Trustee, but solely at the direction of the Note Trustee. (cd) The Note Trustee may remove or accept the resignation or retirement of any person appointed under this clause. The reasonable remuneration of any person appointed under this clause together with any costs, charges and expenses properly incurred by it in performing its function as note trustee Note Trustee or co-note trustee Note Trustee will be costs, charges and expenses incurred by the Note Trustee under this deed, which shall be reimbursed by the Trustee under clause 12.