Common use of Deposited Money and U Clause in Contracts

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 10.03, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0615.06, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 15.04 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 15.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 15.04 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held in TrustGOVERNMENT OBLIGATIONS TO BE HELD IN TRUST; Other Miscellaneous ProvisionsOTHER MISCELLANEOUS PROVISIONS. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 9.04 hereof in respect of the Securities of any Defeasible Series outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series Notes and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesNotes, of all sums due and to become due thereon in respect of principal principal, premium, if any, and any premium and accrued interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company and any Guarantors shall (on a joint and several basis) pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 9.04 hereof or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securitiesthe outstanding Notes. Anything in this Article XIV Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon a Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that9.04 hereof which, in the opinion of a nationally nationally-recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Legal Defeasance or Covenant Defeasance with respect to the Securities of such seriesDefeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 10.3, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.0613.5, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.4 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that13.4 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1304 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of the Securities of such series, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding Securities. Anything in this Article XIV Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1304 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 9.03, all money and U.S. Government Obligations obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.0613.05, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, including Special Interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee its officers, directors, employees and agents against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding Securities. The indemnity of this Section 13.05 shall survive the termination of this Indenture or the earlier resignation or removal of the Trustee. Anything in this Article XIV Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that13.04 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of Section 10.2(e), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 13.3 and Section 14.0613.4, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 13.2 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesthe Securities, of all sums due and to become due thereon in respect of principal and any premium principal, premium, if any, and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.2 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.2 with respect to the Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Be Held in Trust; Other Miscellaneous Provisions. All money Subject to the provisions of the last paragraph of Section 10.03, all money, U.S. Government Obligations and U.S. Foreign Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0613.06, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 13.04 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations or the Foreign Government Obligations deposited pursuant to Section 14.04 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations or the Foreign Government Obligations held by it as provided in Section 14.04 13.04 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.061306, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 1304 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All ----------------------------------------------------- Subject to the provisions of the last paragraph of Section 10.3, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0613.6, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.4 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.4 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0613.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company and the Subsidiary Guarantors (on a joint and several basis) shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All --------------------------------------------------- Subject to the provisions of the last paragraph of Section 10.3, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.0613.5, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.4 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that13.4 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that, 1304 which in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 6.26, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section 14.5 and Section 14.0614.6, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 14.4 in respect of the Securities of any Defeasible Series series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 14.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding SecuritiesSecurities of such series. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that14.4 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect covenant defeasance. The provisions of the last paragraph of Section 6.26 shall apply to any money held by the Trustee or any Paying Agent under this Article XIV that remains unclaimed for two years after the Maturity Date of the applicable series of Securities of such series.for which money or Government Obligations have been deposited pursuant to Section 14.4. 111 Draft - January 14, 2004 Exhibit C

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061405, the Trustee and any such other trustee are referred to collectively as the "TrusteeTRUSTEE") pursuant to Section 14.04 1404 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1404 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1404 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of Section 10.2(d), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 13.3 and Section 14.0613.4, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 13.2 in respect of the Electing Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Electing Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesthe Electing Securities, of all sums due and to become due thereon in respect of principal and any premium principal, premium, if any, and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.2 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Electing Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.2 with respect to the Electing Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such seriesElecting Securities.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. Provisions All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0613.6, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 13.4 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.4 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.061406, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1404 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1404 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV Fourteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 1404 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 10.03, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0615.06, the Trustee and any such other trustee are referred to collectively as the "51 “Trustee"”) pursuant to Section 14.04 15.04 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 15.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 15.04 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of the Securities of such series, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding Securities. Anything in this Article XIV Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1304 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.061506, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 1504 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1504 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 1504 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of Section 10.2(e), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 13.3 and Section 14.0613.4, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 13.2 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesthe Securities, of all sums due and to become due thereon in respect of principal and any premium principal, premium, if any, and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Each of the Company and Reading NZ shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.2 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.2 with respect to the Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 10.03, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0611.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 11.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company or the Guarantor acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 11.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV Eleven to the contrary notwithstanding, the Trustee shall deliver or pay to the Company or the Guarantor, as the case may be, from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series 11.04 that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such seriesand the Guarantees endorsed thereon.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All ------------------------------------------------------------- Subject to the provisions of the last paragraph of Section 10.3, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.0613.5, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.4 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that13.4 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All . (a) Subject to the provisions of Section 6.03(e), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 5.05 and Section 14.065.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 5.04 in respect of the Securities of any Defeasible Series shall will be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. . (b) The Company shall will pay and indemnify the Trustee against any tax, fee fee, or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 5.04 or the principal and interest received in respect thereof other than any such tax, fee fee, or other charge that by law is for the account of the Holders of Outstanding Securities. Anything . (c) Notwithstanding anything in this Article XIV V to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company from time to time upon a Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 5.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, that are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061405, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1404 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. Money and U.S. Government Obligations (including the proceeds thereof) so held in trust shall not be subject to the provisions of Article Eleven, provided that the applicable conditions of Section 1404 have been satisfied. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1404 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1404 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.061306, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 1304 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely trusteecollectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Securities of any Defeasible Series this series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such this series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of such this series, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding SecuritiesSecurities of this series. Anything in this Article XIV Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1304 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant Defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to Section 10.7, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0610.6, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 10.4 in respect of the any Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company Issuer shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 10.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time upon Company Issuer Request any money or U.S. Government Obligations held by it as provided in Section 14.04 10.4 with respect to any Securities of any Defeasible Series thatwhich, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that thereof, which would then be required to be deposited to effect an equivalent the Defeasance or Covenant Defeasance Defeasance, as the case may be, with respect to the Securities of such seriesSecurities.

Deposited Money and U. S. Government Obligations to be Held held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 6.26, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section 14.5 and Section 14.0614.6, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 14.4 in respect of the Securities of any Defeasible Series series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 14.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of the Outstanding SecuritiesSecurities of such series. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that14.4 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect covenant defeasance. The provisions of the last paragraph of Section 6.26 shall apply to any money held by the Trustee or any Paying Agent under this Article XIV that remains unclaimed for two years after the Maturity Date of the applicable series of Securities of such series.for which money or Government Obligations have been deposited pursuant to Section 14.4. 122

Deposited Money and U. S. Government Obligations GOVERNMENT OBLIGATIONS TO BE HELD IN TRUST; OTHER MISCELLANEOUS PROVISIONS. Subject to be Held in Trust; Other Miscellaneous Provisions. All Section 9.06 hereof, all money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely trustee, collectively for purposes of this Section and Section 14.069.05, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 9.04 hereof in respect of the Securities of any Defeasible Series outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series Notes and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, Notes of all sums due and to become due thereon in respect of principal principal, premium, if any, interest and any premium and interestLiquidated Damages, if any, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the cash or non-callable U.S. Government Obligations deposited pursuant to Section 14.04 9.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge that which by law is for the account of the Holders of Outstanding Securitiesthe outstanding Notes. Anything in this Article XIV Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon the request of the Company Request any money or non-callable U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that9.04 hereof which, in the opinion of a nationally recognized firm of independent certified public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 9.04(a) hereof), are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Legal Defeasance or Covenant Defeasance with respect to the Securities of such seriesDefeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.06, the Trustee and any such other trustee are referred to collectively as the "“Trustee"”) pursuant to Section 14.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All . (a) Subject to the provisions of Section 6.03(e), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 5.05 and Section 14.065.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 5.04 in respect of the Securities of any Defeasible Series shall will be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. . (b) The Company shall will pay and indemnify the Trustee against any tax, fee fee, or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 5.04 or the principal and interest received in respect thereof other than any such tax, fee fee, or other charge that by law is for the account of the Holders of Outstanding Securities. Anything . (c) Notwithstanding anything in this Article XIV V to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company from time to time upon a Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 5.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, that are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All . (a) Subject to the provisions of Section 6.03(e), all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 5.05 and Section 14.065.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 5.04 in respect of the Securities of any Defeasible Series shall will be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company or the Guarantor, as the case may be, acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. . (b) The Company shall and the Guarantor (without duplication) will pay and indemnify the Trustee against any tax, fee fee, or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 5.04 or the principal and interest received in respect thereof other than any such tax, fee fee, or other charge that by law is for the account of the Holders of Outstanding Securities. Anything . (c) Notwithstanding anything in this Article XIV V to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company from time to time upon a Company Request or, the Guarantor upon a Guarantor Request, as the case may be, any money or U.S. Government Obligations held by it as provided in Section 14.04 5.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.0613.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 13.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 13.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1004, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that1304 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All . (1) Subject to the provisions of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section 1305 and Section 14.061306, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the Securities of any Defeasible Series shall will be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. . (2) The Company shall will pay and indemnify the Trustee against any tax, fee fee, or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee fee, or other charge that by law is for the account of the Holders of Outstanding Securities. Anything . (3) Notwithstanding anything in this Article XIV Thirteen to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company from time to time upon a Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 1304 with respect to Securities of any an Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, that are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.

Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All Subject to the provisions of the last paragraph of Section 1003, all money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee (solely -- collectively, for purposes of this Section and Section 14.061305, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 1304 in respect of the outstanding Securities of any Defeasible Series such series shall be held in trust and applied by the Trustee, in accordance with the provisions of the such Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (but not including the Company company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such seriesSecurities, of all sums due and to become due thereon in respect of principal (and any premium premium, if any) and interest, but such money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the money or U.S. Government Obligations deposited pursuant to Section 14.04 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securitiesthereof. Anything in this Article XIV herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that, 1304 which in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that which would then be required to be deposited to effect an equivalent Defeasance defeasance or Covenant Defeasance with respect to the Securities of such seriescovenant defeasance.