Common use of Determinations Relating to Collateral Clause in Contracts

Determinations Relating to Collateral. (a) In the event (i) the Trustee or Collateral Agent shall receive any written request from the Partnership or any Subsidiary Guarantor under any Collateral Document for consent or approval with respect to any matter or thing relating to any Collateral or the Partnership’s or any Subsidiary Guarantor’s obligations with respect thereto, (ii) there shall be required from the Trustee or Collateral Agent under the provisions of any Collateral Document any performance or the delivery of any instrument or (iii) a Trust Officer of the Trustee or the Collateral Agent shall receive written notice of any nonperformance by the Partnership or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty of the Partnership or any Subsidiary Guarantor set forth in any Collateral Document, and, in the case of clause (i), (ii) or (iii) above, the Trustee reasonably believes that the Trustee’s response or action is not otherwise specifically contemplated, or the Trustee does not have the discretion to undertake such response or action, hereunder or under the applicable Collateral Documents, then, in each such event, the Trustee or Collateral Agent shall, within 30 Business Days, advise the Holders, in writing and at the Partnership’s expense, of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Trustee has received written notice. The Holders of not less than a majority in aggregate principal amount of the then outstanding Notes pursuant to Section 6.05 of the Base Indenture shall have the exclusive authority to direct the response of the Trustee or the Collateral Agent, as the case may be, to any of the circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. (a) In the event (i) the Trustee or Collateral Agent shall receive any written request from the Partnership or any Subsidiary Guarantor Issuer under any the Collateral Document Documents for consent or approval with respect to any matter or thing relating to any the Collateral or the Partnership’s or any Subsidiary GuarantorIssuer’s obligations with respect thereto, (ii) there shall be required from the Trustee or Collateral Agent under the provisions of any the Collateral Document Documents any performance or the delivery of any instrument or (iii) a Trust Responsible Officer of the Trustee or and an Officer of the Collateral Agent shall receive written notice of any nonperformance by the Partnership or any Subsidiary Guarantor Issuer of any covenant or any breach of any representation or warranty of the Partnership or any Subsidiary Guarantor Issuer set forth in any the Collateral DocumentDocuments, and, in the case of clause (i), (ii) or (iii) above, the Trustee or Collateral Agent reasonably believes that the Trustee’s or Collateral Agent’s response or action is not otherwise specifically contemplated, or the Trustee does not have the discretion to undertake such response or action, contemplated hereunder or under the applicable Collateral Documents, then, in each such event, the Trustee or Collateral Agent shall, within 30 Business Days, advise the Holders, in writing and at the PartnershipIssuer’s expense, of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Trustee it has received written notice. The Holders of not less than a majority in aggregate principal amount of the then outstanding Notes pursuant to Section 6.05 8.05 of the Base this Supplemental Indenture shall have the exclusive authority to direct the response of the Trustee or the Collateral Agent, as the case may be, to any of the circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. (a) In the event (i) the Trustee or Collateral Agent shall receive any written request from the Partnership Issuer or any Subsidiary Guarantor under any Collateral Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the PartnershipIssuer’s or any Subsidiary Guarantor’s obligations with respect thereto, (ii) there shall be required from the Trustee or Collateral Agent under the provisions of any Collateral Security Document any performance or the delivery of any instrument or (iii) a Trust Officer of the Trustee or the Collateral Agent shall receive written notice of any nonperformance by the Partnership Issuer or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty of the Partnership Issuer or any Subsidiary Guarantor set forth in any Collateral Security Document, and, in the case of clause (i), (ii) or (iii) above, the Trustee Trustee’s reasonably believes that the Trustee’s response or action is not otherwise specifically contemplated, or the Trustee does not have the discretion to undertake such response or action, hereunder or under the applicable Collateral Security Documents, then, in each such event, the Trustee or Collateral Agent shall, within 30 Business Days, advise the Holders, in writing and at the PartnershipIssuer’s expense, of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Trustee has received written notice. The Holders of not less than a majority in aggregate principal amount of the then outstanding Notes pursuant to Section 6.05 of the Base Indenture shall have the exclusive authority to direct the response of the Trustee or the Collateral Agent, as the case may be, to any of the circumstances contemplated in clauses (i), (ii) and (iii) above.

Determinations Relating to Collateral. (a) In the event (i) the Trustee or Collateral Agent shall receive any written request from the Partnership Company or any Subsidiary Guarantor under any Collateral Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the PartnershipCompany’s or any Subsidiary Guarantor’s obligations with respect thereto, (ii) there shall be required from the Trustee or Collateral Agent under the provisions of any Collateral Security Document any performance or the delivery of any instrument or (iii) a Trust Responsible Officer of the Trustee or the Collateral Agent shall receive written notice become aware of any nonperformance by the Partnership Company or any Subsidiary Guarantor of any covenant or any breach of any representation or warranty of the Partnership Company or any Subsidiary Guarantor set forth in any Collateral Security Document, and, in the case of clause (i), (ii) or (iii) above, the Trustee reasonably believes that the Trustee’s response or action is not otherwise specifically contemplated, or the Trustee does not have the discretion to undertake such response or action, contemplated hereunder or under the applicable Collateral Security Documents, then, in each such event, the Trustee or Collateral Agent shall, within 30 ten Business Days, advise the Holders, in writing and at the PartnershipCompany’s expense, of the matter or thing as to which consent has been requested or the performance or instrument required to be delivered or the nonperformance or breach of which the Trustee has received written noticebecome aware. The Holders of not less than a majority in aggregate principal amount of the then outstanding Notes pursuant to Section 6.05 of the Base Indenture shall have the exclusive authority to direct the Trustee’s response of the Trustee or the Collateral Agent, as the case may be, to any of the circumstances contemplated in clauses (i), (ii) and (iii) above. In the event the Trustee shall be required to respond to any of the circumstances contemplated in this Section 10.06, the Trustee shall not be required so to respond unless it shall have received written authority by not less than a majority in aggregate principal amount of the then outstanding Notes; provided further that the Trustee may refuse to follow any direction that conflicts with law or this Indenture that the Trustee determines may be unduly prejudicial to the rights of other Holders of Notes or that may involve the Trustee in personal liability.