Common use of Control by Majority Clause in Contracts

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Securities then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that another Holder or the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Trustee, or that may involve the Trustee in personal liability. The liability unless the Trustee is offered indemnity satisfactory to it; provided, however, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Securities then outstanding Notes may direct the time, time method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that another Holder or the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Trustee, or that may involve the Trustee in personal liability. The liability unless the Trustee is offered security or indemnity satisfactory to it; provided, however, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to Section 7.02(g), the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee under this Indenture. HoweverSubject to Section 7.01, however, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Subject to Section 7.01(e) hereof, Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to the terms of the Security Documents and Section 7.2(f), the Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, (i) the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The , and (ii) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Upon provision of security or indemnity satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes of each series then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee with respect to the Notes of such series or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may conclusively rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with applicable law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of the Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Upon provision of security and/or indemnity reasonably satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee with respect to the Notes or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may conclusively rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Subject to Section 7.01(e) hereof, the Holders of a majority in aggregate principal amount of all the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee liability and may take any other action deemed proper by the Trustee which that is not inconsistent with any such directiondirection received from Holders of the Notes.

Control by Majority. Holders of at least a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may shall be entitled to take any other action deemed proper by the Trustee which is not inconsistent with such directiondirection or this Indenture.

Control by Majority. Upon provision of security and/or indemnity reasonably satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes of any series then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee with respect to the Notes of such series or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may conclusively rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes Outstanding Securities of any series may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee (after providing indemnities to the Trustee's satisfaction) or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any Securities of such directions are unduly prejudicial to such Holders) series, or that may involve subject the Trustee in personal to legal liability. The ; provided that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then then-outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to the provisions of the Security Documents, the Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, (i) the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The , and (ii) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability (provided, however, that the Trustee which shall be under no obligation to determine whether any action or inaction is not inconsistent with such directionunduly prejudicial to any Holder).

Control by Majority. Holders The holders of a majority in aggregate principal amount of the then outstanding Convertible Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders holders of Convertible Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The ; provided, however, that the Trustee shall have no duty or obligation (subject to Section 7.01) to ascertain whether or not such actions or forebearances are unduly prejudicial to such holders; provided further, however that the Trustee may take any other action deemed proper by the Trustee which deems proper that is not inconsistent with such directiondirections.

Control by Majority. Holders of at least a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not will have an affirmative no duty to ascertain whether such actions or not any such directions forbearances are unduly prejudicial to such other Holders) or that may would involve the Trustee in personal liability. The Trustee will be entitled to indemnification satisfactory to it prior to taking any action. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this the Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an has no affirmative duty to ascertain determine whether or not any such directions are direction is unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may in writing direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, subject to Section 7.02(f). However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Subject to Section 7.01(e) hereof, the Holders of a majority in aggregate principal amount of the all then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee liability and may take any other action deemed proper by the Trustee which that is not inconsistent with any such directiondirection received from Holders of the Notes.

Control by Majority. Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to the rights of any such Holdersother Holder) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may Outstanding Securities (or such lesser amount as shall have acted at a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (1) conflicts with any law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein; or (it being understood that 3) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may (or such lesser amount as shall have acted at a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (1) conflicts with any law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein, or (it being understood that 3) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may will have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee hereunder. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in any financial or personal liability. The In case an Event of Default has occurred and is continuing, prior to taking any action hereunder, the Trustee may take any other action deemed proper shall be entitled to reasonable indemnification or security (or both) against all loss, liability and expenses caused by the Trustee which is taking or not inconsistent with taking of such directionaction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee with respect to the Notes. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction. Subject to Section 7.01, in case an Event of Default shall occur and be continuing, the Trustee shall be under no obligation to exercise any of its rights or powers hereunder at the request or direction of any of the Holders, unless the Holders shall have offered to the Trustee reasonable indemnity.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may will have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in any financial or personal liability. The In case an Event of Default has occurred and is continuing, prior to taking any action hereunder, the Trustee may take any other action deemed proper shall be entitled to satisfactory indemnification or security (or both) against all loss, liability and expenses caused by the Trustee which is taking or not inconsistent with taking of such directionaction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then then-outstanding Notes Securities may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, on the condition that indemnification for the Trustee’s fees and expenses, in a form reasonably satisfactory to the Trustee, shall have been provided. HoweverNevertheless, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) , or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Securities then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that another Holder or the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Trustee, or that may involve the Trustee in personal liability. The liability unless the Trustee is offered indemnity satisfactory to it; PROVIDED, HOWEVER, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of not less than a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain determine whether or not any such directions are direction is unduly prejudicial to the rights of Holders of the Notes not joining in giving such Holdersdirection) or that may involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Upon provision of reasonable indemnity to the Trustee satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or, subject to Section 7.1, that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes Securities may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, provided, that indemnification for the Trustee's fees and expenses, in a form reasonably satisfactory to the Trustee, shall have been provided. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) , or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to Section 7.01(e) hereof, Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or the Notes Collateral Agent or of exercising any trust or power conferred on it. However, the Trustee or the Notes Collateral Agent and the Trustee or the Notes Collateral Agent may act at the written direction of the Holders without liability. The Trustee or Notes Collateral Agent, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders Holder of a Note or that would involve the Trustee or Notes Collateral Agent in personal liability (it being understood that the Trustee does not have an affirmative has no duty to ascertain determine whether or not any such directions are unduly action is prejudicial to such Holders) any Holder or that may involve beneficial owner of the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such directionNotes).

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itpursuant to this Indenture. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does shall not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holdersany other Holder) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy or power available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that it determines, in consultation with its counsel conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders another Holder of Notes (it being understood that or the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Trustee, or that may involve the Trustee in personal liability. The liability unless the Trustee is offered indemnity satisfactory to it; provided, however, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders The holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or, subject to Article VII, that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions actions or forbearances are unduly prejudicial to such Holdersholders) or that may would involve the Trustee in personal liability. The liability or expenses for which it is not adequately indemnified; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of at least a majority in aggregate principal amount of the then outstanding Notes Securities may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. Howeverit under this Indenture, the Securities or the Security Instruments. Subject to Section 6.1, however, Trustee may refuse to follow any direction (a) that conflicts with any law or this Indenture Indenture, (b) that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes another Holder, or (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holdersc) or that may involve the Trustee in personal liability. The ; provided that Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law law, this Indenture, the Notes or this Indenture any Note Guarantee, or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative any duty to ascertain determine whether or not any such directions are unduly action is prejudicial to such Holdersany Holder) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability or expense for which the Trustee which is has not inconsistent with such directionreceived a satisfactory indemnity.

Control by Majority. Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to Section 2.09, the Holders of a majority in aggregate principal amount of the then outstanding Notes may direct in writing the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee, including, without limitation, any remedies provided for in Section 6.03. HoweverSubject to Section 7.01, however, the Trustee may refuse to follow any direction (i) that the Trustee reasonably believes conflicts with any law or this Indenture or the Notes, (ii) that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes another Holder or (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holdersiii) or that may involve the Trustee in personal liability. The ; provided, further, however, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such directiondirection or this Indenture.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does shall not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holdersthe rights of any other Holder) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The ; provided that the Trustee shall have no duty or obligation (subject to Section 7.01) to ascertain whether or not such actions of forebearances are unduly prejudicial to such Holders; provided, further, that the Trustee may take any other action deemed proper by the Trustee which deems proper that is not inconsistent with such directiondirections.

Control by Majority. Subject to Section 7.01(e) hereof, the Holders of a majority in aggregate principal amount of all the then outstanding Notes Notes, may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes Securities may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itit including, without limitation, any remedies provided for in Section 6.03. HoweverSubject to Section 7.01, however, the Trustee may refuse to follow any direction that conflicts with any law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) another Securityholder, or that may involve the Trustee in personal liability. The ; provided that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes or that may involve the Trustee in personal liability (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions actions or forbearances are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction).

Control by Majority. Holders The holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or, subject to Article VII, that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) holder or that may would involve the Trustee in personal liability. The liability or expenses for which it is not adequately indemnified; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate of the principal amount of the then outstanding Notes may Outstanding Debentures (or such lesser amount as shall have acted at a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (1) conflicts with any law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein; or (it being understood that 3) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or law, this Indenture or the Notes, or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain determine whether or not any such directions are unduly action is prejudicial to such Holdersany Holder) or that may involve the Trustee in personal liability. The Trustee may take Prior to taking any other action deemed proper by under this Indenture, the Trustee which is not inconsistent with entitled to security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such direction.

Control by Majority. Subject to Section 7.01(e) hereof and the Intercreditor Agreement, Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to Section 7.01(e) hereof, the Holders of a majority in aggregate principal amount of all the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. However, the Trustee and the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee, however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Upon provision of security or indemnity satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee with respect to the Notes or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may conclusively rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Upon provision of reasonable indemnity to the Trustee satisfactory to the Trustee, the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee Trustee, which may conclusively rely on opinions of counsel, may refuse to follow any direction that conflicts with law or this Indenture or, subject to Section 7.1, that the Trustee determines may be is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether Noteholders or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The ; provided, however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, the Notes or any Note Guarantee, or that the Trustee determines may be in good faith is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does shall not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holdersany other Holder) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such directionliability or expense.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverSubject to Sections 8.1 and 8.2, however, the Trustee may refuse to follow any direction that (i) conflicts with law or this Indenture that Indenture, (ii) exposes the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that personal liability for which the Trustee does would not have an affirmative duty be satisfactorily indemnified pursuant to ascertain whether Section 8.7 hereof or not any such directions are (iii) is unduly prejudicial to such Holders) or Holders not joined therein; provided, further, that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes of any Series may in writing direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, subject to Section 7.02(e). However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes of such Series (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that another Holder or the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Trustee, or that may involve the Trustee in personal liability. The liability unless the Trustee is offered indemnity reasonably satisfactory to it; provided, however, that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising in its exercise of any trust or power conferred on itpower. The Trustee may withhold from Holders of the Notes notice of any continuing Default or Event of Default (except a Default or Event of Default relating to the payment of principal or interest) if it determines that withholding notice is in such Holders’ interest. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Notes, or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which , loss or expense that is not inconsistent with such directionadequately indemnified in the judgment of the Trustee.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes Securities may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or, subject to Section 7.01, that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such HoldersHolder) or that may would involve the Trustee in personal liability. The Trustee may take Prior to taking any other action deemed proper by under this Indenture, the Trustee which is shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not inconsistent with taking such directionaction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee Trustees or exercising any trust or power conferred on it. Howeverthem, the Trustee may refuse to follow provided that: (1) such direction shall not be in conflict with any direction that conflicts with rule of law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee Trustees may take any other action deemed proper by the Trustee Trustees which is not inconsistent with such direction, and (3) the Trustees need not take any action which might involve them in personal liability or be unjustly prejudicial to the Holders not consenting. Prior to taking any action under this Indenture, the Trustees shall be entitled to security or indemnity satisfactory to them in their sole discretion against all losses and expenses caused by taking or not taking such action.

Control by Majority. Holders The holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders holder of Notes a Note (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holdersholders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability it being understood that (subject to Section 7.1) the Trustee which is shall have no duty to ascertain whether or not inconsistent with such directionactions or forebearances are unduly prejudicial to such holders.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to the rights of such other Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct in writing the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the Notes then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or law, this Indenture that or the Trustee determines Notes, or that, subject to Section 10.01, may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such any Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by , unless the Trustee which is not inconsistent with offered security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes of any Series may in writing direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, subject to Section 7.02(f). However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes of such Series (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Holders of not less than a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines in good faith may be unduly prejudicial to the rights of other Holders not joining in the giving of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) direction or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability (it being understood that the Trustee which has no duty to determine whether any action is not inconsistent with such directionprejudicial to any Holder).

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law law, this Indenture, the Notes or this Indenture any Note Guarantee, or that the Trustee determines may be in good faith is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then then-outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder or that would involve the Trustee in personal liability (it being understood that the Trustee does not have an affirmative duty to ascertain determine whether or not any such directions actions are unduly prejudicial to such any Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction).

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with applicable law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of the Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount at maturity of the then outstanding Outstanding Notes may shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee Trustee, or exercising any trust or power conferred on it. Howeverthe Trustee, provided, however, that: (a) such direction shall not be in conflict with any rule of law or with this Indenture or any Note or expose the Trustee to personal liability; (b) the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) Holder or that may would involve the Trustee in personal liability. The ; and (c) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to the terms of the Security Documents, Holders of a majority in aggregate principal amount of the then total outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders Holder of Notes a Note (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate of the principal amount of the then outstanding Outstanding Notes may shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (a) conflicts with any law or with this Indenture that Indenture; (b) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein; or (it being understood that c) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may Outstanding Securities (or such lesser amount as shall have acted as a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (1) conflicts with any law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein, or (it being understood that 3) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions actions are unduly prejudicial to such Holdersany Holder) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes or that may involve the Trustee in personal liability (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not determine if any such directions are unduly action is prejudicial to such Holders) or that may involve the Trustee in personal liabilityany Holder). The Trustee may take withhold from Holders notice of any other action deemed proper by continuing Default or Event of Default if it determines that withholding notice is in their interest, except a Default or Event of Default relating to the Trustee which is not inconsistent with such directionpayment of principal or interest.

Control by Majority. Subject to Section 2.09, the Holders of a majority in aggregate principal amount at maturity of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee, including, without limitation, any remedies provided for in Section 6.04. HoweverSubject to Section 7.01 and 7.02(f), however, the Trustee may refuse to follow any direction that the Trustee reasonably believes conflicts with any law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) another Holder, or that may involve the Trustee in personal liability. The ; provided that the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law Applicable Law or this Indenture or that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood provided, however, that the Trustee does shall not have an affirmative duty to ascertain determine whether or not any such directions are unduly direction is prejudicial to such Holdersany other Holders of Notes) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, (i) the Trustee may require security or indemnity satisfactory to it be furnished prior to taking such actions, (ii) the Trustee may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines in good faith may be unduly prejudicial to the rights of other Holders not joining in the giving of Notes (it being understood such direction or that would involve any personal liability for the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holdersand (iii) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed it deems proper by the Trustee which that is not inconsistent with any such directiondirection received from the Holders.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law law, this Indenture, the Notes or this Indenture any Note Guarantee, or that the Trustee determines may be in good faith is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to the rights of any such other Holders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes Securities of any series may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itit with respect to such series. However, (i) the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The liability (it being understood that the Trustee has no affirmative duty to ascertain whether or not such action is unduly prejudicial to such Holders), and (ii) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders The holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this Indenture or that the Trustee determines may be is unduly prejudicial to the rights of any other Holders holder of Notes a Note (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holdersholders of Notes) or that may could involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, the Notes or any Note Guarantee, or that the Trustee it determines may be is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does shall not have an affirmative duty to ascertain whether or not any such directions are direction is unduly prejudicial to such Holdersany other Holder) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability or expense for which the Trustee which is has not inconsistent with such directionbeen offered an indemnity satisfactory to it.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. HoweverIn addition, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are action or forbearance is unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The ; provided however, that the Trustee may take any other action deemed proper by the Trustee which that is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be Indenture, is unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) actions or that may forbearances by a Holder would prejudice the rights of another Holder), or would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by liability or expense for which the Trustee which is has not inconsistent with such directionreceived a satisfactory indemnity.

Control by Majority. The Holders of a majority in aggregate of the principal amount of the then outstanding Notes may Outstanding CODES (or such lesser amount as shall have acted at a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (1) conflicts with any law or with this Indenture that Indenture; (2) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein; or (it being understood that 3) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The ; provided, however, that the Trustee shall have no duty or obligation (subject to Section 6.02) to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders; provided further, however that the Trustee may take any other action deemed proper by the Trustee which deems proper that is not inconsistent with such directiondirections.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that conflicts with law law, this Indenture, the Notes or this Indenture any Note Guarantee, or that the Trustee determines may be in good faith is unduly prejudicial to the rights of any other Holders of Notes Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions actions or forbearances are unduly prejudicial to such Holdersholders) or that may would involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or of exercising any trust or power conferred on it. HoweverThe Trustee, the Trustee however, may refuse to follow any direction that conflicts with law or this the Indenture that the Trustee determines may be is unduly prejudicial to the rights of any other Holders of Notes (it being understood that the Trustee does not have an the affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) of a Note or that may involve the Trustee could result in personal liability. The Trustee may take any other action deemed proper by liability for the Trustee which is not inconsistent with such directionTrustee.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes may Outstanding Securities (or such lesser amount as shall have acted as a meeting pursuant to the provisions of this Indenture) shall have the right to direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itthe Trustee. However, the Trustee may refuse to follow any direction that that: (a) conflicts with any law or with this Indenture that Indenture; (b) the Trustee determines may be unduly prejudicial to the rights of other the Holders of Notes not joining therein, or (it being understood that c) may expose the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes an Investment Majority may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it, except where the provision which is the underlying basis for the remedy provides for the waiving of such provision only by Holders representing a larger percentage of the Notes than an Investment Majority in which event only Holders of such larger percentage may so direct the Trustee. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. The Holders of a majority in aggregate principal amount of the then outstanding Notes of any Series may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on itit with respect to such Series. However, (i) the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The liability (it being understood that the Trustee has no affirmative duty to ascertain whether or not such action is unduly prejudicial to such Holders), and (ii) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes or that may involve the Trustee in personal liability (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions actions or forbearances are unduly prejudicial to such Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction).

Control by Majority. Holders of a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines in its sole discretion may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) ), or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

Control by Majority. Subject to the Intercreditor Agreement, Holders of at least a majority in aggregate principal amount of the then outstanding Notes may direct the time, method and place of conducting any proceeding for exercising any remedy available to the Trustee or exercising any trust or power conferred on it. However, the Trustee may refuse to follow any direction that conflicts with law or this Indenture Indenture, that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes (it being understood that the Trustee does not shall have an affirmative no duty to ascertain whether such actions or not any such directions forbearances are unduly prejudicial to such other Holders) or that may involve the Trustee in personal liability. The Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.