Common use of Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions Clause in Contracts

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4051305, the “"Trustee”") pursuant to Section 404 1304 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 Governmental Obligations deposited pursuant to Section 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding s. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and noncallable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”) pursuant to Section 404 8.04 or Section 8.08 hereof in respect of the Defeased Securities outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities the Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities the Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 noncallable U.S. Government Obligations deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four Eight 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 United States dollars money or noncallable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(2) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee—collectively, for purposes of this Section 4051305, the “Trustee”) pursuant to Section 404 1304 in respect of the Defeased Securities of this series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities of this series and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of this series, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of this series. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceDefeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”"TRUSTEE") pursuant to Section 404 8.04 hereof in respect of the Defeased outstanding Securities of the applicable series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Securities of the applicable series. Anything in this Article Four 8 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 United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance of the applicable series.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6, all United States dollars U.S. dollar and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Deposit Trustee”) pursuant to Section 404 8.4 or Section 8.8 in respect of the Defeased Securities outstanding Notes shall be held in trust trust, shall not be invested, and shall be applied by the Trustee, Deposit Trustee in accordance with the provisions of such Securities Notes and this Indenture, Indenture to the payment, either directly or through any Paying Agent (including the Company or any Subsidiary acting as its own Paying Agent) as the Deposit Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, if any, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Deposit 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 404 8.4 or Section 8.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four VIII to the contrary notwithstanding, the Deposit Trustee shall deliver or pay to the Company from time to time upon the written request of the Company Request and be relieved of all liability with respect to any United States U.S. dollars or non-callable U.S. Government Obligations held by it as provided in Section 404 8.4 or Section 8.8 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeDeposit Trustee (which may be the opinion delivered under Section 8.4(1)), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance or satisfaction and discharge, as the case may be.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003403, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying Person that would qualify to act as successor trustee as permitted under Section 404 (collectivelyArticle VII, collectively and solely for purposes of this Section 4051205, Section 1412 and Section 1512, the “Trustee”) pursuant to Section 404 1204 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and its agents and hold them harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 1204, or the principal principal, premium, if any, and interest received in respect thereof thereof, other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time time, upon Company Request Request, any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which1204 that, in the opinion of a nationally recognized accounting or investment banking firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance. Subject to Article VII, the Trustee shall not incur any liability to any Person by relying on such opinion.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 hereof in respect of the Defeased Outstanding Securities shall of any series will be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall will 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 404 13.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything Notwithstanding anything in this Article Four Thirteen to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company from time to time upon the request of the Company Request any United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 13.4 hereof which, in the opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 13.4(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and noncallable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”) pursuant to Section 404 8.04 or Section 8.08 hereof in respect of the Defeased outstanding Securities of any Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such Securities Series and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of the Securities of such Securities Series of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 noncallable U.S. Government Obligations deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Securities of such Series. Anything in this Article Four Eight 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 United States dollars money or noncallable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the based on a certificate, report or opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants expressed in a written certification thereof the United States delivered to the TrusteeTrustee (which may be the certificate, report or opinion under Section 8.04(1) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance with respect to the applicable Series of Securities.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 10035.3(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40511.6, the “Trustee”) pursuant to Section 404 11.1 or 11.5 in respect of the Defeased Securities Outstanding Notes of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 11.5 or the principal and interest received in respect thereof thereof, other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Notes of such series. (c) Anything in this Article Four XI to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 11.5 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasancedefeasance and pay any obligations owed or accrued in favor of the Trustee. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. [The remainder of this page intentionally left blank; signature pages follow.]

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40512.05, the “"Trustee”") pursuant to Section 404 12.04 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, interest and interestAdditional Amounts, but such money 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 Governmental Obligations deposited pursuant to Section 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.04, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 40513.05, the “"Trustee”") pursuant to Section 404 13.04 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as the case may be, with respect to such Securities.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “"Trustee”") pursuant to Section 404 8.04 hereof in respect of the Defeased outstanding Securities of the applicable series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Securities of the applicable series. Anything in this Article Four 8 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 United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance of the applicable series.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 4051305, the “"Trustee”") pursuant to Section 404 1304 in respect of the Defeased Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities of such series and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of the Securities of such Securities series, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 405and Section 14.06, the Trustee and any such other trustee are referred to collectively as the “Trustee”) pursuant to Section 404 14.04 in respect of the Defeased 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 Securities 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 Securities series, of all sums due and to become due thereon in respect of principal, premium, if any, principal and any premium 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 404 14.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which14.04 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 which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance with respect to the Securities of such series.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 405and Section 14.06, the Trustee and any such other trustee are referred to collectively as the “Trustee”) pursuant to Section 404 14.04 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities the 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 such Securities Notes, of all sums due and to become due thereon in respect of principal, premium, if any, and interestprincipal or Installment Payments, 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 404 14.04 or the principal and interest or Installment Payments received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which14.04 with respect to Notes 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 which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance with respect to the Notes.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions proviso of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4054.05, the “"Trustee”") pursuant to Section 404 4.04 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and hold it harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 4.04 or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 10038.03(e) hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, trustee; collectively for purposes of this Section 4058.05, the “Trustee”) pursuant to Section 404 8.04 hereof in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) The Company shall pay and indemnify the Trustee against any taxall taxes, fee fees or other charge charges imposed on or assessed against the U.S. Government Governmental Obligations deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Notes. (c) Anything in this Article Four 8 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.04 hereof 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 which would then be required to be deposited to effect an equivalent legal defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, the principal of (and premium, if any, ) and interestinterest on such Securities, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10039.4, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 4059.9, the “"Trustee”") pursuant to Section 404 9.8 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this IndentureIndenture (including the subordination provisions thereof and hereof), to the payment, either directly or through any Paying Agent paying agent (including the Company Issuer acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, premium, if any, principal and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Issuer and the Guarantor 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 404 9.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of such series. Anything in this Article Four Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer or the Guarantor, as applicable, from time to time upon Company Request the Issuer's or the Guarantor's written request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 9.8 which, in the written 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.. ARTICLE TEN

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4051205, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify and hold harmless the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Governmental Obligations deposited pursuant to Section 404 1204 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four Twelve to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1204 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 which would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 10035.3(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40511.6, the “Trustee”) ), pursuant to Section 404 11.1 or 11.5, in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 11.5 or the principal and interest received in respect thereof thereof, other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XI to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 11.5 which, in the opinion of a nationally recognized firm of independent public accountants accountants, investment bank or appraisal firm expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 405and Section 13.06, the Trustee and any such other trustee are referred to collectively as the “Trustee”) pursuant to Section 404 13.04 in respect of the Defeased 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 Securities 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 Securities series, of all sums due and to become due thereon in respect of principal, premium, if any, principal and any premium 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 404 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which13.04 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 TrusteeTrustee (which may be the same opinion delivered under Section 13.04), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance with respect to the Securities of such series.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 4.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including excluding the Company or any of its Affiliates acting as its own Paying Agent) ), as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 4.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is imposed, assessed or for the account of the Holders of the Defeased Securities. Anything in this Article Four IV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars or U.S. Government Obligations held by it as provided in Section 404 4.04 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 which would then be required to be deposited to effect defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10034.03 hereof, all United States dollars money and U.S. Government Obligations Securities (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “"Trustee”") pursuant to Section 404 8.04 hereof in respect of the Defeased Securities Notes then outstanding shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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. cash or Government Obligations Securities deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes then outstanding. Anything in this Article Four Eight to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request at the Company's request any United States dollars money or U.S. Government Obligations Securities held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(i) hereof), are in excess of the amount thereof which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 40515.05, the “"Trustee”") pursuant to Section 404 15.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need . Money so held in trust shall not be segregated from other funds except subject to the extent required by lawprovisions of Article XII. 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 404 15.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 15.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or the Paying Agent (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Trustee”) pursuant to Section 404 8.4 hereof in respect of the Defeased Securities shall outstanding Notes will be held in trust and applied by the TrusteeTrustee or the Paying Agent, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, and interest and Additional Interest, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Issuer will pay and indemnify the Trustee and each Paying Agent against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 8.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything Notwithstanding anything in this Article Four VIII to the contrary notwithstandingcontrary, the Trustee shall or the Paying Agent will deliver or pay to the Company Issuer from time to time upon Company Request the request of the Issuer any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.4 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee or the Paying Agent (which may be the opinion delivered under Section 8.4(1) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determinepaying agent), to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 which, in the opinion of a nationally recognized firm of independent public accountants accountants, investment bank or appraisal firm expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. (d) In the event that the Trustee is unable to apply the funds held in trust to the payment of obligations under the Securities by reason of a court order or governmental injunction or prohibition, then those of the Company’s obligations discharged under the defeasance or covenant defeasance will be revived and reinstated as though no deposit of funds had occurred, until such time as the Trustee is permitted to apply all funds held in trust under the procedure described above to the payment of obligations under the Securities. However, if the Company makes any payment of principal or interest the Holders, the Company will have the right to receive such payments from the trust in the place of the Holders. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. The exchange of copies of this Indenture and of signature pages by facsimile, PDF or other electronic transmission shall constitute effective execution and delivery of this Indenture as to the parties hereto and may be used in lieu of the original Indenture and signature pages for all purposes. All notices, approvals, consents, requests and any communications hereunder must be in writing (provided that any communication sent to the Trustee hereunder must be in the form of a document that is signed manually or by way of a digital signature provided by DocuSign or such other digital signature provider as specified in writing to the Trustee by the Company, in English). The Company agrees to assume all risks arising out of the use of using digital signatures and electronic methods to submit communications to the Trustee, including without limitation the risk of the Trustee acting on unauthorized instructions, and the risk of interception and misuse by third parties.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003403, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying Person that would qualify to act as successor trustee as permitted under Section 404 (collectivelyArticle VII, collectively and solely for purposes of this Section 4051205, the “Trustee”) pursuant to Section 404 1204 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Issuers shall pay and indemnify the Trustee and its agents and hold them harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 1204, or the principal principal, premium, if any, and interest received in respect thereof thereof, other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuers from time to time time, upon Company Request an Issuers Request, any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which1204 that, in the opinion of a nationally recognized accounting or investment banking firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance. Subject to Article VII, the Trustee shall not incur any liability to any Person by relying on such opinion.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10039.3 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, trustee; collectively for purposes of this Section 40511.5, the “Trustee”) pursuant to Section 404 11.4 hereof in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any taxall taxes, fee fees or other charge charges imposed on or assessed against the U.S. Government Governmental Obligations deposited pursuant to Section 404 11.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four XI to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 11.4 hereof 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 which would then be required to be deposited to effect an equivalent legal defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions proviso of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4054.05, the “"Trustee”") pursuant to Section 404 4.04 in respect of the Defeased Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities of such series and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities of such series of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee Trustee, its officers, directors and agents and hold such harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 4.04 or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesSecurities of such series. Anything in this Article Four 4 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40512.05, the “Trustee”) pursuant to Section 404 12.04 in respect of the Defeased Outstanding Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, principal and interest, but such money 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 Governmental Obligations deposited pursuant to Section 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of such series. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determinepaying agent), to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 which, in the opinion of a nationally recognized firm of independent public accountants accountants, investment bank or appraisal firm expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. (d) In the event that the Trustee is unable to apply the funds held in trust to the payment of obligations under the Securities by reason of a court order or governmental injunction or prohibition, then those of the Company’s obligations discharged under the defeasance or covenant defeasance will be revived and reinstated as though no deposit of funds had occurred, until such time as the Trustee is permitted to apply all funds held in trust under the procedure described above to the payment of obligations under the Securities. However, if the Company makes any payment of principal or interest the Holders, the Company will have the right to receive such payments from the trust in the place of the Holders.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (— collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”) pursuant to Section 404 8.04 in respect of the Defeased Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such Securities series and this Indenture, to the payment, either directly or through any Paying Agent (including the Company an Issuer or a Guarantor acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such Securities series of all sums due and to become due thereon in respect of principal, premiumpremium and Additional Amounts, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Issuers shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 8.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesSecurities of such series. Anything in this Article Four 8 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuers from time to time upon Company Request the request of the Issuers any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.04 which, in the opinion of a nationally recognized public accounting firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(2)), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance of the applicable series of Securities.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10039.3 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, trustee—collectively for purposes of this Section 40511.5, the “Trustee”) pursuant to Section 404 11.4 hereof in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any taxall taxes, fee fees or other charge charges imposed on or assessed against the U.S. Government Governmental Obligations deposited pursuant to Section 404 11.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XI to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 11.4 hereof 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 which would then be required to be deposited to effect an equivalent legal defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determinepaying agent), to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 which, in the opinion of a nationally recognized firm of independent public accountants accountants, investment bank or appraisal firm expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. (d) In the event that the Trustee is unable to apply the funds held in trust to the payment of obligations under the Securities by reason of a court order or governmental injunction or prohibition, then those of the Company’s obligations discharged under the defeasance or covenant defeasance will be revived and reinstated as though no deposit of funds had occurred, until such time as the Trustee is permitted to apply all funds held in trust under the procedure described above to the payment of obligations under the Securities. However, if the Company makes any payment of principal or interest the Holders, the Company will have the right to receive such payments from the trust in the place of the Holders. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. The exchange of copies of this Indenture and of signature pages by facsimile, PDF or other electronic transmission shall constitute effective execution and delivery of this Indenture as to the parties hereto and may be used in lieu of the original Indenture and signature pages for all purposes.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions Section 7.06 of the last paragraph of Section 1003this Supplemental Indenture, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4057.05, the “Trustee”) pursuant to Section 404 7.04 of this Supplemental Indenture in respect of the Defeased Securities Outstanding Notes being defeased shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this the Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 7.04 of this Supplemental Indenture or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes being defeased. Anything in this Article Four VII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon the written request of the Company Request any United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 7.04 of this Supplemental Indenture which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 7.04(a) of this Supplemental Indenture), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 4051305, the “"Trustee”") pursuant to Section 404 1304 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, the principal of (and premium, if any, ) and interestinterest on such Securities, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. (d) Any money deposited with the Trustee or any Paying Agent, or then held by the Company in trust for the payment of the principal of, premium, or interest or any Securities any remaining unclaimed for 2 years after such principal, premium, or interest has become due and payable shall be paid to the Company on its request or shall be discharged from such trust; and the Holder of such Security shall thereafter be permitted to look only to the Company for payment thereof and all liability of the Trustee or such Paying Agent with respect to such trust money and all liability of the Company as trustee thereof shall thereupon cease; provided, however, that the Trustee or such Paying Agent before being required to make any such repayment may at the expense of the Company cause to be published once in the New York Times and the Wall Street Journal (national edition) notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notification for publication, any unclaimed balance of such money then remaining shall be repaid to the Company. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 100310.3(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee, collectively, for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, the principal of (and premium, if any, ) and interestinterest on such Securities, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 13.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Outstanding Securities of such series. (c) Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. (d) At the option of the Trustee, any money deposited with the Trustee or any Paying Agent, or then held by the Company in trust for the payment of the principal of, premium, or interest or any Securities any remaining unclaimed for 2 years after such principal, premium, or interest has become due and payable shall be paid to the Company on its request or shall be discharged from such trust; and the Holder of such Security shall thereafter be permitted to look only to the Company for payment thereof and all liability of the Trustee or such Paying Agent with respect to such trust money and all liability of the Company as trustee thereof shall thereupon cease; provided, however, that the Trustee or such Paying Agent before being required to make any such repayment may at the expense of the Company cause to be published once in the New York Times and the Wall Street Journal (national edition) notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notification for publication, any unclaimed balance of such money then remaining shall be repaid to the Company. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 4.04 in respect of the Defeased Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of such series of Securities and this Indenture, to the payment, either directly or through any Paying Agent (including excluding the Company or any of its Affiliates acting as its own Paying Agent) ), as the Trustee may determine, to the Holders of such series of Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Unless otherwise specified with respect to any Security pursuant to Section 3.01, 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 404 4.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is imposed, assessed or for the account of the Holders of the Defeased Securities. Anything in this Article Four IV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars or U.S. Government Obligations held by it as provided in Section 404 4.04 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 which would then be required to be deposited to effect defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (— collectively, for purposes of this Section 40512.05, the “Trustee”) pursuant to Section 404 12.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principalprincipal (and premium, premiumif any) or Liquidated Damages, if any, and interest, but such money 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 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10031003 of the Original Indenture, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 405905, the “Trustee”) pursuant to Section 404 904 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this the Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. Money and U.S. Government Obligations so held in trust are not subject to Article Eleven. 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 404 904 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 904 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 which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance, as applicable, in accordance with this Article. This Section 905 shall be applicable with respect to the Securities in lieu of Section 1505 of the Original Indenture (which shall be of no force and effect for the Securities).

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (— collectively, for purposes of this Section 40513.05, the “Trustee”) pursuant to Section 404 13.04 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 money or U.S. Government Obligations deposited pursuant to Section 404 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance. Anything herein to the contrary notwithstanding, if and to the extent the deposited money or U.S. Government Obligations (or the proceeds thereof) either (i) cannot be applied by the Trustee in accordance with this Section because of a court order or (ii) are for any reason insufficient in amount, then the Issuer’s obligations to pay principal of (and premium, if any) and interest on the Securities of such series shall be reinstated to the extent necessary to cover the deficiency on any due date for payment. In any case specified in clause (i), the Issuer’s interest in the deposited money and U.S. Government Obligations (and proceeds thereof) shall be reinstated to the extent the Issuer’s payment obligations are reinstated. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.2(e), all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 40513.3 and Section 13.4, the Trustee and any such other trustee are referred to collectively as the “Trustee”) pursuant to Section 404 13.2 in respect of the Defeased Electing Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such the Electing Securities 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 the Electing Securities, of all sums due and to become due thereon in respect of principal, 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 404 13.2 or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Electing Securities. Anything in this Article Four XIII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which13.2 with respect to the Electing Securities 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 which that would then be required to be deposited to effect defeasance or covenant defeasancean equivalent Defeasance with respect to the Electing Securities.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40512.05, the “Trustee”) pursuant to Section 404 12.04 in respect of the Defeased Outstanding Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, interest and interestAdditional Amounts, but such money 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 Governmental Obligations deposited pursuant to Section 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of such series. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, trustee--collectively for purposes of this Section 4051205, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 Governmental Obligations deposited pursuant to Section 404 1204 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four Twelve to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1204 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 hereof in respect of the Defeased Outstanding Securities shall of any series will be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Partnership acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Partnership will 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 404 13.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything Notwithstanding anything in this Article Four Thirteen to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company Partnership from time to time upon Company Request the request of the Partnership any United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 13.4 hereof which, in the opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 13.4(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 4.4 (collectively, for purposes of this Section 4054.5, the “Trustee”) pursuant to Section 404 4.4 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 4.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars or U.S. Government Obligations held by it as provided in Section 404 4.4 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 which would then be required to be deposited to effect defeasance Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (or other property as may be provided pursuant to Section 3.01) (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, trustee--collectively for purposes of this Section 40514.05, the “"Trustee”") pursuant to Section 404 14.04 in respect of the Defeased such Outstanding Securities and any related coupons shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and any related coupons and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities and any related coupons of all sums due and to become due thereon in respect of principal, premium, if any, and interest, if any, but such money need not be segregated from other funds except to the extent required by law. Unless otherwise specified with respect to any Security pursuant to Section 3.01, if, after a deposit referred to in Section 14.04(1) has been made, (a) the Holder of a Security in respect of which such deposit was made is entitled to, and does, elect pursuant to Section 3.13(b) or the terms of such Security to receive payment in a Currency other than that in which the deposit pursuant to Section 14.04(1) has been made in respect of such Security, or (b) a Conversion Event occurs as contemplated in Section 3.13(d) or 3.13(e) or by the terms of any Security in respect of which the deposit pursuant to Section 14.04(1) has been made, the indebtedness represented by such Security and any related coupons shall be deemed to have been, and will be, fully discharged and satisfied through the payment of the principal, premium, if any, and interest, if any, on such Security as they become due out of the proceeds yielded by converting (from time to time as specified below in the case of any such election) the amount or other property deposited in respect of such Security into the Currency in which such Security becomes payable as a result of such election or Conversion Event based on the applicable Market Exchange Rate for such Currency in effect on the third Business Day prior to each payment date, except, with respect to a Conversion Event, for such Currency in effect (as nearly as feasible) at the time of the Conversion Event. 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 404 14.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiessuch Outstanding Securities and any related coupons. Anything in this Article Four 14 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 14.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article 14.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10039.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40511.5, the “Trustee”) pursuant to Section 404 11.4 in respect of the Defeased Outstanding Securities of any series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 11.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XI to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 11.4 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 which would then be required to be deposited to effect an equivalent legal defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 4051505, the “"Trustee”") pursuant to Section 404 1504 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Money so held in trust shall pay and indemnify not be subject to the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account provisions of the Holders of the Defeased SecuritiesArticle Thirteen. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which, 1504 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4051205, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, principal and interest, but such money need not be segregated from other funds except to the extent required by law. Money and U.S. Government Obligations so held in trust are not subject to Article Twelve. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 1204 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four Twelve to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1204 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 1204(1)), are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 405, the “Trustee”) pursuant to Section 404 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee on an after-tax basis against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 404(1)), are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 40515.05, the “"Trustee”") pursuant to Section 404 15.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, premium, if any (including the Make-Whole Payment, if any), and interest, but such money need . Money so held in trust shall not be segregated from other funds except subject to the extent required by lawprovisions of Article XII. 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 404 15.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 15.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying person that would qualify to act as successor trustee as permitted under Section 404 (collectivelyArticle Six, collectively for purposes of this Section 4054.05, the “Trustee”) pursuant to Section 404 4.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, principal and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and hold it harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 4.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee Trustees or the Paying Agent (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Trustee”) pursuant to Section 404 8.4 hereof in respect of the Defeased Securities shall outstanding Notes will be held in trust and applied by the TrusteeTrustee or the Paying Agent, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, and interest and Additional Interest, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Issuer will pay and indemnify the Trustee and each Paying Agent against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 8.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything Notwithstanding anything in this Article Four VIII to the contrary notwithstandingcontrary, the Trustee shall or the Paying Agent will deliver or pay to the Company Issuer from time to time upon Company Request the request of the Issuer any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.4 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee or the Paying Agent (which may be the opinion delivered under Section 8.4(1) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee—collectively, for purposes of this Section 40512.5, the “Defeasance Trustee”) pursuant to Section 404 12.4 in respect of the Defeased Securities shall be held in trust and applied by the Defeasance Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Defeasance Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company or the Guarantors, as the case may be, shall pay and indemnify the Defeasance Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 12.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four 12 to the contrary notwithstanding, the Defeasance Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 12.4 which, in the opinion of a nationally an internationally recognized accounting firm of independent public accountants expressed in a written certification thereof delivered to the Defeasance Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40512.05, the “Trustee”) pursuant to Section 404 12.04 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, interest and interestAdditional Amounts, but such money 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 Governmental Obligations deposited pursuant to Section 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 8.04 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent paying agent (including the Company acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, if any, but such money 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 404 8.04 or the principal (and interest premium, if any) and interest, if any received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four 8 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request a company request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.04 which, in the opinion of a nationally recognized firm of financial advisors or independent public accountants (expressed in a written certification thereof delivered to the Company, together with an Officers’ Certificate delivered to the Trustee), are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003403, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying trustee Person that would qualify to act as permitted successor Trustee under Section 404 (collectivelyArticle VII, collectively and solely for purposes of this Section 4051205, the “Trustee”) pursuant to Section 404 1204 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Issuer shall pay and indemnify the Trustee and its agents and hold them harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 1204, or the principal principal, premium, if any, and interest received in respect thereof thereof, other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time time, upon Company Request Issuer Request, any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which1204 that, in the opinion of a nationally recognized accounting or investment banking firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance. Subject to Article VII, the Trustee shall not incur any liability to any Person by relying on such opinion.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, -- collectively for purposes of this Section 4051305, the “"Trustee”") pursuant to Section 404 1304 in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 Governmental Obligations deposited pursuant to Section 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10036.04(e) hereof, all United States dollars money and U.S. Government Obligations (or other property as may be provided pursuant to Section 3.01 hereof) (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 40511.05 and Section 11.06 hereof, the “Trustee and any such other trustee are referred to collectively as the "Trustee”") pursuant to Section 404 11.04 hereof in respect of the Defeased Outstanding Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Outstanding Securities of such Securities 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 all sums due and to become due thereon in respect of principal, premium, if any, principal 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 404 11.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four 11 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property 49 58 and any proceeds therefrom) held by it as provided in Section 404 which, in the opinion with respect to Outstanding Securities of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, any Defeasible Series that are in excess of the amount thereof which would then be required that was used to be deposited to effect defeasance or covenant defeasancepay the Securities of such series upon Maturity.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time upon Company Issuer Request any United States dollars or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions Section 7.06 of the last paragraph of Section 1003this Supplemental Indenture, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4057.05, the “Trustee”) pursuant to Section 404 7.04 of this Supplemental Indenture in respect of the Defeased Securities Outstanding Notes of such series being defeased shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes of such series and this the Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of such series of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 U.S. Government Obligations deposited pursuant to Section 404 7.04 of this Supplemental Indenture or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes of such series being defeased. Anything in this Article Four VII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon the written request of the Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 7.04 of this Supplemental Indenture which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 7.04(a) of this Supplemental Indenture), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”"TRUSTEE") pursuant to Section 404 8.04 hereof in respect of the Defeased outstanding Securities of the applicable series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Securities of the applicable series. Anything in this Article Four 8 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 United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.04(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasance.Covenant Defeasance of the applicable series. 38

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100337, all United States dollars money and U.S. US$ Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelyTrustee, collectively with the Trustee, for purposes of this Section 40535(e), the “"Trustee”") pursuant to Section 404 35(d) in respect of the Defeased Securities Notes of any Series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, premiumprincipal (and premium and Additional Amounts, if any, ) and interest, but such money 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. US$ Government Obligations deposited pursuant to Section 404 35(d) or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders holders of the Defeased SecuritiesOutstanding Notes of the applicable Series. Anything in this Article Four Section 35 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time upon Company Request request signed by an Authorized Officer any United States dollars money or U.S. US$ Government Obligations held by it as provided in Section 404 35(d) 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6, all United States dollars U.S. dollar and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelyTrustee, collectively for purposes of this Section 4058.5, the “Deposit Trustee”) pursuant to Section 404 8.4 or Section 8.8 in respect of the Defeased Securities outstanding Notes shall be held in trust trust, shall not be invested, and shall be applied by the Trustee, Deposit Trustee in accordance with the provisions of such Securities Notes and this Indenture, Indenture to the payment, either directly or through any Paying Agent (including the Company or any Subsidiary acting as its own Paying Agent) as the Deposit Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, if any, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Deposit 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 404 8.4 or Section 8.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four VIII to the contrary notwithstanding, the Deposit Trustee shall deliver or pay to the Company from time to time upon the written request of the Company Request and be relieved of all liability with respect to any United States U.S. dollars or non-callable U.S. Government Obligations held by it as provided in Section 404 8.4 or Section 8.8 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeDeposit Trustee (which may be the opinion delivered under Section 8.4(1)), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance or satisfaction and discharge, as the case may be.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 9.04 hereof in respect of the Defeased Securities outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, premium, if any, and accrued interest, but such money 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 404 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 which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four 9 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 9.04 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 which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3 hereof, all United States dollars money and non-callable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 40513.5, the “Trustee”) pursuant to Section 404 13.4 hereof in respect of the Defeased Outstanding Securities shall of any series will be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including either of the Company Issuers acting as its own a Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Issuers will 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 404 13.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased such Outstanding Securities. Anything Notwithstanding anything in this Article Four Thirteen to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company Issuers from time to time upon Company Request the request of the Issuers any United States dollars money or non-callable U.S. Government Obligations held by it as provided in Section 404 13.4 hereof which, in the opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 13.4(a) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6, all United States dollars U.S. dollar and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Deposit Trustee”) pursuant to Section 404 8.4 or 8.8 in respect of the Defeased Securities outstanding Notes shall be held in trust trust, shall not be invested, and shall be applied by the Trustee, Deposit Trustee in accordance with the provisions of such Securities Notes and this Indenture, Indenture to the payment, either directly or through any Paying Agent (including the Company or any Subsidiary acting as its own Paying Agent) as the Deposit Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, if any, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Deposit 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 404 8.4 or 8.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four VIII to the contrary notwithstanding, the Deposit Trustee shall deliver or pay to the Company from time to time upon the written request of the Company Request and be relieved of all liability with respect to any United States U.S. dollars or non-callable U.S. Government Obligations held by it as provided in Section 404 8.4 or 8.8 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeDeposit Trustee (which may be the opinion delivered under clause (1) of Section 8.4), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance or satisfaction and discharge, as the case may be.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6, all United States dollars U.S. legal tender and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Deposit Trustee”) pursuant to Section 404 8.4 or Section 8.8 in respect of the Defeased Securities outstanding Notes shall be held in trust trust, shall not be invested, and shall be applied by the Trustee, Deposit Trustee in accordance with the provisions of such Securities Notes and this Indenture, Indenture to the payment, either directly or through any Paying Agent (including Holdings, the Company Issuers or any Subsidiary acting as its own Paying Agent) as the Deposit Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, if any, but such money need not be segregated from other funds except to the extent required by law. The Company Issuers shall pay and indemnify the Deposit 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 404 8.4 or Section 8.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four VIII to the contrary notwithstanding, the Deposit Trustee shall deliver or pay to the Company Issuers from time to time upon Company Request the written request of the Issuers and be relieved of all liability with respect to any United States dollars U.S. legal tender or non-callable U.S. Government Obligations held by it as provided in Section 404 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, 8.4 or Section 8.8 which are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance or satisfaction and discharge, as the case may be.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10039.4, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 4059.8, the “"Trustee”") pursuant to Section 404 9.7 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this IndentureIndenture (including the subordination provisions thereof and hereof), to the payment, either directly or through any Paying Agent paying agent (including the Company F Issuer acting as its own Paying Agentpaying agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, premium, if any, principal and interest, but such money 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 404 9.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of such series. Anything in this Article Four Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuer from time to time upon Company Request the Issuer's written request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 9.7 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 which would then be required to be deposited to effect defeasance or covenant an equivalent defeasance.. ARTICLE TEN

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars all, money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 405, the “Trustee”) pursuant to Section 404 in respect of the Defeased Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee on an after-tax basis against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 404(1)), are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions proviso of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4054.05, the “"Trustee”") pursuant to Section 404 4.04 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and hold it harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 4.04 or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.06 hereof, all United States dollars money and noncallable U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “Trustee”) pursuant to Section 404 8.04 or Section 8.08 hereof in respect of the Defeased outstanding Securities of any Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such Securities Series and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of the Securities of such Securities Series of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money 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 noncallable U.S. Government Obligations deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Securities of such Series. Anything in this Article Four Eight 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 United States dollars money or noncallable U.S. Government Obligations held by it as provided in Section 404 8.04 hereof which, in the based on a certificate, report or opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants expressed in a written certification thereof the United States delivered to the TrusteeTrustee (which may be the certificate, report or opinion delivered under Section 8.04(2) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance with respect to the applicable Series of Securities.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10034.03 hereof, all United States dollars money and U.S. Government Obligations Securities (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.05, the “"Trustee”") pursuant to Section 404 8.04 hereof in respect of the Defeased Securities Notes then outstanding shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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. cash or Government Obligations Securities deposited pursuant to Section 404 8.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes then outstanding. Anything in this Article Four Eight to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request at the Company's request any United States dollars money or U.S. Government Obligations Securities held by it as provided in Section 404 8.04 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under 73 83 Section 8.04(i) hereof), are in excess of the amount thereof which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (or other property as may be provided pursuant to Section 301) (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 405Section, the “Trustee”) pursuant to Section 404 1404 in respect of the Defeased such Outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, if any, but such money need not be segregated from other funds except to the extent required by law. Unless otherwise specified with respect to any Security pursuant to Section 301, if, after a deposit referred to in Section 1404(1) has been made, (a) the Holder of a Security in respect of which such deposit was made is entitled to, and does, elect pursuant to Section 312(b) or the terms of such Security to receive payment in a Currency other than that in which the deposit pursuant to Section 1404(1) has been made in respect of such Security, or (b) a Conversion Event occurs as contemplated in Section 312(d) or 312(e) or by the terms of any Security in respect of which the deposit pursuant to Section 1404(1) has been made, the indebtedness represented by such Security shall be deemed to have been, and will be, fully discharged and satisfied through the payment of the principal of (and premium, if any) and interest, if any, on such Security as they become due out of the proceeds yielded by converting (from time to time as specified below in the case of any such election) the amount or other property deposited in respect of such Security into the Currency in which such Security becomes payable as a result of such election or Conversion Event based on the applicable Market Exchange Rate for such Currency in effect on the third Business Day prior to each payment date, except, with respect to a Conversion Event, for such Currency in effect (as nearly as feasible) at the time of the Conversion Event. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 1404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of such Outstanding Securities. Notwithstanding anything to the Defeased Securitiescontrary contained herein, the foregoing sentence shall survive the termination of this Indenture and the earlier resignation or removal of the Trustee. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 1404 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 which would then be required to be deposited to effect a defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectively, -- collectively for purposes of this Section 4051305, the “"Trustee”") pursuant to Section 404 1304 in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, 104 to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 Governmental Obligations deposited pursuant to Section 404 1304 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (— collectively, for purposes of this Section 40512.5, the “Defeasance Trustee”) pursuant to Section 404 12.4 in respect of the Defeased Securities Notes shall be held in trust and applied by the Defeasance Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Defeasance Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. The Company or the Guarantors, as the case may be, shall pay and indemnify the Defeasance Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 12.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four 12 to the contrary notwithstanding, the Defeasance Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 12.4 which, in the opinion of a nationally an internationally recognized accounting firm of independent public accountants expressed in a written certification thereof delivered to the Defeasance Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 12.04 in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 12.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10037.6, all United States dollars U.S. dollar and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4057.5, the “Deposit Trustee”) pursuant to Section 404 7.2, Section 7.3, Section 7.4 or Section 7.8 in respect of the Defeased Securities outstanding Notes shall be held and in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law), shall not be invested, and shall be applied by the Deposit Trustee in accordance with the provisions of such Notes and this Indenture to the payment, either directly or through any Paying Agent (including the Issuer or any Subsidiary acting as Paying Agent) as the Deposit Trustee may determine, to the Holders of such Notes of all sums due and to become due thereon in respect of principal and interest. The Company Issuer shall pay and indemnify the Deposit 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 404 7.2, Section 7.3, Section 7.4 or Section 7.8 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything in this Article Four VII to the contrary notwithstanding, the Deposit Trustee shall deliver or pay to the Company Issuer from time to time upon Company Request the written request of the Issuer and be relieved of all liability with respect to any United States U.S. dollars or non-callable U.S. Government Obligations held by it as provided in Section 404 7.2, Section 7.3, Section 7.4 or Section 7.8 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeDeposit Trustee (which may be the Opinion of Counsel delivered under Section 7.4(1)), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance or satisfaction and discharge, as the case may be.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10034.05, all United States U.S. dollars and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 8.04, in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including excluding the Company Company, the Guarantor or any of its Affiliates acting as its own Paying Agent) ), as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company and the Guarantor 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 404 8.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is imposed, assessed or for the account of the Holders of the Defeased Securities. Anything in this Article Four 8 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request the Company's request any United States U.S. dollars or U.S. Government Obligations held by it as provided in Section 404 8.04 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 which would then be required to be deposited to effect defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 4051405, the “Trustee”"TRUSTEE") pursuant to Section 404 1404 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 1404 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1404 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or the Paying Agent (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Trustee”) pursuant to Section 404 8.4 hereof in respect of the Defeased Securities shall outstanding Notes will be held in trust and applied by the TrusteeTrustee or the Paying Agent, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuers acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, and interest and Additional Interest, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Issuers will pay and indemnify the Trustee and each Paying Agent against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 8.4 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything Notwithstanding anything in this Article Four VIII to the contrary notwithstandingcontrary, the Trustee shall or the Paying Agent will deliver or pay to the Company Issuers from time to time upon Company Request the request of the Issuers any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.4 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee or the Paying Agent (which may be the opinion delivered under Section 8.4(1) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars (a) All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to clause (a) of Section 404 9.02 hereof in respect of the Defeased Securities outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, premium, if any, and accrued interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 clause (a) of Section 404 9.02 hereof or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. outstanding Notes; it being understood that the Trustee shall bear no responsibility for any such tax, fee or other charge which by law is payable by or on behalf of the Holders. (c) Anything in this Article Four 9 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon a written request of the Company Request any United States dollars money or U.S. Government Obligations held by it as provided in clause (a) of Section 404 9.02 hereof 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 which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003403, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying Person that would qualify to act as successor trustee as permitted under Section 404 (collectivelyArticle 7, collectively and solely for purposes of this Section 4051205, Section 1412 and Section 1512, the “Trustee”) pursuant to Section 404 1204 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and its agents and hold them harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 1204, or the principal principal, premium, if any, and interest received in respect thereof thereof, other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four 12 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time time, upon Company Request Request, any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which1204 that, in the opinion of a nationally recognized accounting or investment banking firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance. Subject to Article 7, the Trustee shall not incur any liability to any Person by relying on such opinion.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (-- collectively, for purposes of this Section 40513.05 only, the “"Trustee”") pursuant to Section 404 13.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. Money so held in trust shall not be subject to the provisions of this Article Thirteen. 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 404 13.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four Thirteen to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 13.04 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (at the Company's expense), are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4051205, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Securities Outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 1204 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Notes. Anything in this Article Four Twelve to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1204 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 which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance, as applicable, in accordance with this Article.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10038.6 hereof, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4058.5, the “Trustee”) pursuant to Section 404 8.4 hereof in respect of the Defeased Securities shall outstanding Notes will be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company Issuer acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall Issuer and the Guarantors, jointly and severally, will pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the cash or U.S. Government Obligations deposited pursuant to Section 404 8.4 or Section 11.1 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesoutstanding Notes. Anything Notwithstanding anything in this Article Four VIII to the contrary notwithstandingcontrary, the Trustee shall will deliver or pay to the Company Issuer from time to time upon Company Request the written request of the Issuer any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.4 hereof which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the TrusteeTrustee (which may be the opinion delivered under Section 8.4(1) hereof), are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee--collectively, for purposes of this Section 4051205, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Securities Debentures shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Debentures and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Debentures, of all sums due and to become due thereon in respect of principal, Accreted Value (and premium, if any, ) and interest, but such money 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 404 1204 or the principal Accreted Value and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Debentures. Anything in this Article Four Twelve to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 1204 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 which would then be required to be deposited to effect defeasance an equivalent Legal Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 10036.04(e) hereof, all United States dollars money and U.S. Government Obligations (or other property as may be provided pursuant to Section 3.01 hereof) (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, solely for purposes of this Section 40511.05 and Section 11.06 hereof, the “Trustee and any such other trustee are referred to collectively as the "Trustee”") pursuant to Section 404 11.04 hereof in respect of the Defeased Outstanding Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Outstanding Securities of such Securities 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 all sums due and to become due thereon in respect of principal, premium, if any, principal 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 404 11.04 hereof or the principal and interest received in respect thereof other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased Outstanding Securities. Anything in this Article Four 11 to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations (or other property and any proceeds therefrom) held by it as provided in Section 404 which, in the opinion with respect to Outstanding Securities of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, any Defeasible Series that are in excess of the amount thereof which would then be required that was used to be deposited to effect defeasance or covenant defeasancepay the Securities of such series upon Maturity.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 1003403, all United States dollars money and U.S. Government U.S.Government Obligations (including the proceeds thereof) deposited with the Trustee (or such other qualifying Person that would qualify to act as successor trustee as permitted under Section 404 (collectivelyArticle VII, collectively and solely for purposes of this Section 4051205, Section 1412 and Section 1512, the “"Trustee”") pursuant to Section 404 1204 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company Issuers shall pay and indemnify the Trustee and its agents and hold them harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 1204, or the principal principal, premium, if any, and interest received in respect thereof thereof, other than any such tax, fee or other charge which that by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four XII to the contrary notwithstanding, the Trustee shall deliver or pay to the Company Issuers from time to time time, upon Company Request an Issuers Request, any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 which1204 that, in the opinion of a nationally recognized accounting or investment banking firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which that would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance. Subject to Article VII, the Trustee shall not incur any liability to any Person by relying on such opinion.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. (a) Subject to the provisions of the last paragraph of Section 10034.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee—collectively, for purposes of this Section 4058.06, the “Trustee”) pursuant to Section 404 8.05 in respect of the Defeased Securities outstanding Notes of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Notes, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. . (b) 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 404 8.05 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. thereof. (c) Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 8.05 which, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee (in case U.S. Government Obligations are so being held by the Trustee), are in excess of the amount thereof which would then be required to be deposited to effect defeasance an equivalent Defeasance or covenant defeasanceCovenant Defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions proviso of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations Securities (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4054.05, the “"Trustee”") pursuant to Section 404 4.04 in respect of the Defeased Securities Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities Notes and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities Notes of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and hold it harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations Securities deposited pursuant to Section 404 4.04 or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesNotes. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations Securities held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions proviso of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (collectivelytrustee, collectively for purposes of this Section 4054.05, the “"Trustee”") pursuant to Section 404 4.04 in respect of the Defeased Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including other than the Company acting as its own Paying AgentCompany) as the Trustee may determine, to the Holders of such Securities of all sums due and to become due thereon in respect of principal, premium, if any, and interest, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee and hold it harmless against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 404 4.04 or the principal principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securities. Anything in this Article Four to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 4.04 which, in the opinion of a nationally an internationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.3, all United States dollars money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee as permitted under Section 404 (collectively, for purposes of this Section 405, the “Trustee”) pursuant to Section 404 14.4 in respect of the Defeased Outstanding Securities of such series shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (but not including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money need not be segregated from other funds except to the extent required by law. Money so held in trust shall not be subject to the provisions of Article XIII. 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 404 14.4 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased Securitiesthereof. Anything in this Article Four herein to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 14.4 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.

Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Subject to the provisions of the last paragraph of Section 100310.03, all United States dollars money and U.S. Government Obligations ----- (including the proceeds thereof) deposited with the Trustee (or other qualifying trustee as permitted under Section 404 (trustee--collectively, for purposes of this Section 40512.05, the “"Trustee”") ----- pursuant to Section 404 12.04 in respect of the Defeased Securities of a series shall be held ----- in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of such Securities Securities, of all sums due and to become due thereon in respect of principal, principal (and premium, if any, ) and interest, but such money 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 404 12.04 or the principal and interest received in ----- respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the Defeased SecuritiesOutstanding Securities of such series. Anything in this Article Four 12 to the contrary notwithstanding, the -- Trustee shall deliver or pay to the Company from time to time upon Company Request any United States dollars money or U.S. Government Obligations held by it as provided in Section 404 12.04 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 which would then be required to be deposited to effect an equivalent defeasance or covenant defeasance.