Common use of Company-Owned Securities Disregarded Clause in Contracts

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the Company, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be provide full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee actually knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series of outstanding Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination; provided that, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith to third parties may be regarded as Outstanding outstanding for the purposes of this Section 9.4 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote take action with respect to such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series at Stated Maturity of Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on such Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, direction or consent or waiver only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section 9.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any request, demand, authorization, direction, noticeconsent, consent waiver or waiver other action under this Indenture, Securities which that are owned by the Company Company, by any Subsidiary thereof or by any person directly Affiliate of the Company or indirectly controlling or controlled by or under direct or indirect control with the Company, any Subsidiary thereof shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, noticeconsent, consent waiver or waiver other action only Securities which the Trustee that a Responsible Officer knows are so owned shall be so disregarded. Securities so owned which that have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote so act with respect to such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, a Subsidiary thereof or an Affiliate of the Company or a Subsidiary thereof. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee. Upon request of the Trustee, the Company shall furnish to the Trustee promptly an Officers’ Certificate listing and identifying all Securities, if any, known by the Company to be owned or held by or for the account of any of the above described Persons; and, subject to Section 7.01, the Trustee shall be entitled to accept such Officers’ Certificate as conclusive evidence of the facts therein set forth and of the fact that all Securities not listed therein are outstanding for the purpose of any such determination.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Subordinated Debt Indenture, Securities which are owned by the Company or any other obligor on the Securities with respect to which such determination is being made or by any person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, directionrequest, notice, direction consent or waiver waiver, only Securities which a Responsible Officer of the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany of any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be afforded full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Indenture, Securities which that are owned by the Company or any other obligor on the Securities with respect to that such determination is being made or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided that, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such demand, request, demand, authorizationnotice, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which that have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.4 if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of the Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, the Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only the Securities which the Trustee knows are so owned shall be so disregarded. The Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining ------------------------------------ whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Third Amended and Restated Indenture, Securities which are owned by the Company or any other obligor on the Securities with respect to which such determination is being made or by any person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided, except that for the purpose purposes of determining whether the -------- Trustee shall be protected in relying on any such request, demand, authorization, directionrequest, notice, direction consent or waiver waiver, only Securities which a Responsible Officer of the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany of any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series at Stated Maturity of Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on such Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, direction or consent or waiver only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section 9.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.. 74 66

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities with respect to which such determination is being made or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such demand, request, demand, authorizationnotice, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company Company, the Guarantor or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, the Guarantor or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee actually knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, the Guarantor or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company Companies or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the CompanyCompanies, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompanies. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series at Stated Maturity of Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on such Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, direction or consent or waiver only Securities which a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section 9.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the Company, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s 's right to vote such Securities securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or outstanding Securities of any series of Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities or by any person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination; provided that, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith to third parties may be regarded as Outstanding outstanding for the purposes of this Section 9.4 if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote take action with respect to such Securities and that the pledgee is not a person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining ------------------------------------ whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Third Amended and Restated Indenture, Securities which are owned by the Company or any other obligor of the Securities with respect to which such determination is being made or by any person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor of the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether -------- the Trustee shall be protected in relying on any such demand, request, demand, authorizationnotice, direction, notice, consent or waiver waiver, only Securities which a Responsible Officer of the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person Person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or, with respect to any series of Securities for which there is one or more co-issuers, any Issuers or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the Companyany Issuer, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or, with respect to any series of Securities for which there is one or more co-issuers, any Issuer. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities with respect to which such determination is being made or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such demand, request, demand, authorizationnotice, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the Company, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the 37 pledgee shall establish to the satisfaction of the Trustee the pledgor’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any other obligor on the Securities, shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which a Responsible Officer actually knows or the Trustee knows has received written notice are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be provide full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given provided any request, demand, authorization, notice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities, or by any person directly Affiliate of the Company or indirectly controlling or controlled by or under direct or indirect control with any other obligor on the CompanySecurities, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly an Affiliate of the Company or indirectly controlling or controlled by or under direct or indirect common control with the Companyany such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series at Stated Maturity of Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on such Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except ; provided that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, direction or consent or waiver only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding outstanding for the purposes of this Section 9.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.. 74 66

Company-Owned Securities Disregarded. In determining whether the Holders of the required requisite aggregate principal amount of all or any series of outstanding Securities have given concurred in any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities shall be disregarded and deemed not to be outstanding for the 37 purpose of any such determination; provided that, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith to third parties may be regarded as Outstanding outstanding for the purposes of this Section 9.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s pledgee's right to vote take action with respect to such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders of the required aggregate principal amount of all or any series of Securities have given any request, demand, authorization, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or by any person directly or indirectly controlling or controlled by or under direct or indirect control with the Company, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such request, demand, authorization, direction, notice, consent or waiver only Securities which the Trustee knows are so owned shall be disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgor’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.

Company-Owned Securities Disregarded. In determining whether the Holders holders of the required requisite aggregate principal amount of all or any series of Securities have given concurred in any demand, request, demand, authorizationnotice, direction, notice, consent or waiver under this Indenture, Securities which are owned by the Company or any other obligor on the Securities with respect to which such determination is being made or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Company, Company or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be outstanding Outstanding for the purpose of any such determination; provided that, except that for the purpose purposes of determining whether the Trustee shall be protected in relying on any such demand, request, demand, authorizationnotice, direction, notice, consent or waiver waiver, only Securities which the Trustee knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgorpledgee’s right to vote such Securities and that the pledgee is not a person directly or indirectly controlling or controlled by or under direct or indirect common control with the CompanyCompany or any such other obligor. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee.