Common use of Guarantee Trustee; Eligibility Clause in Contracts

Guarantee Trustee; Eligibility. There shall be at all times a Guarantee Trustee which shall: not be an Affiliate of the Guarantor; and be a corporation organized and doing business under the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District of Columbia authority. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to above, then, for the purposes of this Section 4.1(a)(ii), the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c). If the Guarantee Trustee has or shall acquire any "conflicting interest" within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee and Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Act.

Guarantee Trustee; Eligibility. There shall be at all times be a Guarantee Trustee which shall: not be an Affiliate of the Guarantor; , and be a corporation organized and doing business under the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District of Columbia authority. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to above, then, for the purposes of this Section 4.1(a)(ii3.1(a)(ii), the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a3.1(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c3.2(c). If the Guarantee Trustee has or shall acquire any "“conflicting interest" ” within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee shall either eliminate such interest or resign to the extent and Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Actmanner provided by, and subject to this Guarantee.

Guarantee Trustee; Eligibility. There shall be at all times be a Guarantee Trustee which shall: not be an Affiliate of the Guarantor; , and be a corporation organized and doing business under the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District of Columbia authority. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to above, then, for the purposes of this Section 4.1(a)(ii3.1(a)(ii), the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a3.1(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c3.2(c). If the Guarantee Trustee has or shall acquire any "conflicting interest" within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee shall either eliminate such interest or resign to the extent and Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Actmanner provided by, and subject to this Guarantee.

Guarantee Trustee; Eligibility. (a) There shall be at all times be a Guarantee Trustee which shall: (i) not be an Affiliate of the Guarantor; and (ii) be a corporation organized and doing business under Person that is eligible pursuant to the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission Trust Indenture Act to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having and has a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District shall be a corporation meeting the requirements of Columbia authoritySection 310(c) of the Trust Indenture Act. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to aboveauthority, then, for the purposes of this Section 4.1(a)(ii)and to the extent permitted by the Trust Indenture Act, the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. (b) If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c). (c) If the Guarantee Trustee has or shall acquire any "conflicting interest" within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee and the Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Act. SECTION 4.2.

Guarantee Trustee; Eligibility. 76 There shall be at all times be a Guarantee Trustee which shall: not be an Affiliate of the Guarantor; , and be a corporation organized and doing business under the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District of Columbia authority. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to above, then, for the purposes of this Section 4.1(a)(ii3.1(a)(ii), the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a3.1(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c3.2(c). If the Guarantee Trustee has or shall acquire any "“conflicting interest" ” within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee shall either eliminate such interest or resign to the extent and Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Actmanner provided by, and subject to this Guarantee.

Guarantee Trustee; Eligibility. (a) There shall be at all times be a Guarantee Trustee which shall: shall (i) not be an Affiliate of the Guarantor; and (ii) be a corporation organized and doing business under Person that is eligible pursuant to the laws of the United States of America or any State or Territory thereof or of the District of Columbia, or a corporation or Person permitted by the Securities and Exchange Commission Trust Indenture Act to act as an institutional trustee under the Trust Indenture Act, authorized under such laws to exercise corporate trust powers, having and has a combined capital and surplus of at least 50 million U.S. dollars ($50,000,000), and subject to supervision or examination by Federal, State, Territorial or District shall be a corporation meeting the requirements of Columbia authoritySection 310(c) of the Trust Indenture Act. If such corporation publishes reports of condition at least annually, pursuant to law or to the requirements of the supervising or examining authority referred to aboveauthority, then, for the purposes of this Section 4.1(a)(ii)and to the extent permitted by the Trust Indenture Act, the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. (b) If at any time the Guarantee Trustee shall cease to be eligible to so act under Section 4.1(a4.01(a), the Guarantee Trustee shall immediately resign in the manner and with the effect set out in Section 4.2(c4.02(c). (c) If the Guarantee Trustee has or shall acquire any "conflicting interest" within the meaning of Section 310(b) of the Trust Indenture Act, the Guarantee Trustee and Guarantor shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Act. SECTION 4.02.