Common use of Mutilated, Destroyed, Lost or Stolen Closed-End Exchange Notes Clause in Contracts

Mutilated, Destroyed, Lost or Stolen Closed-End Exchange Notes. (a) If (i) any mutilated Closed-End Exchange Note is surrendered to the Closed-End Administrative Agent, or the Closed-End Administrative Agent receives evidence to its satisfaction of the destruction, loss or theft of any Closed-End Exchange Note, and (ii) there is delivered to the Closed-End Administrative Agent such security or indemnity as may be required by it to hold the Borrower and the Closed-End Administrative Agent harmless, then, in the absence of notice to the Borrower, the Exchange Note Registrar or the Closed-End Administrative Agent that such Closed-End Exchange Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC (a “Protected Purchaser”), and provided that the requirements of Section 8-405 of the UCC are met, the Borrower will execute, and the Closed-End Administrative Agent will authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Closed-End Exchange Note, a replacement Closed-End Exchange Note, except that if any such destroyed, lost or stolen Closed-End Exchange Note (but not a mutilated Closed-End Exchange Note) is due and payable within 7 days or has been called for redemption, instead of issuing a replacement Closed-End Exchange Note, the Borrower may pay such destroyed, lost or stolen Closed-End Exchange Note when so due or payable or upon the Exchange Note Redemption Date applicable to such Closed-End Exchange Note without surrender of such Closed-End Exchange Note. If, after the delivery of such replacement Closed-End Exchange Note or payment of a destroyed, lost or stolen Closed-End Exchange Note pursuant to the preceding sentence, a Protected Purchaser of the original Closed-End Exchange Note in lieu of which such replacement Closed-End Exchange Note was issued (or such payment made) presents for payment such original Closed-End Exchange Note, the Borrower and the Closed-End Administrative Agent will be entitled to recover such replacement Closed-End Exchange Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Closed-End Exchange Note (or such payment) from such Person to whom such replacement Closed-End Exchange Note (or such payment) was delivered or any assignee of such Person, except a Protected Purchaser, and will be entitled to recover upon the security or indemnity provided for such replacement Closed-End Exchange Note (or such payment) to the extent of any cost, expense, loss, damage, claim or liability incurred by the Borrower or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note (or such payment). (b) Upon the issuance of any replacement Closed-End Exchange Note under this Section 6.6, the Borrower may require the payment by the Exchange Noteholder of such Closed-End Exchange Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation to such replacement Closed-End Exchange Note and any other reasonable expenses of the Borrower and/or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note. (c) Every replacement Closed-End Exchange Note issued pursuant to this Section 6.6 will constitute an original additional contractual obligation of the Borrower, whether or not the mutilated, destroyed, lost or stolen Closed-End Exchange Note is enforceable by anyone and, except as provided in this Collateral Agency Agreement, will be entitled to all the benefits of this Collateral Agency Agreement equally and proportionately with any and all other Closed-End Exchange Notes duly issued under this Collateral Agency Agreement and the related Exchange Note Supplement. (d) The provisions of this Section 6.6 are exclusive and preclude, to the extent lawful, all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Closed-End Exchange Notes.

Mutilated, Destroyed, Lost or Stolen Closed-End Exchange Notes. (a) If (i) any mutilated Closed-End Exchange Note is surrendered to the Closed-End Administrative Agent, or the Closed-End Administrative Agent receives evidence to its satisfaction of the destruction, loss or theft of any Closed-End Exchange Note, and (ii) there is delivered to the Closed-End Administrative Agent such security or indemnity as may be required by it to hold the Borrower and the Closed-End Administrative Agent harmless, then, in the absence of notice to the Borrower, the Exchange Note Registrar or the Closed-End Administrative Agent that such Closed-End Exchange Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC (a “Protected Purchaser”), and provided that the requirements of Section 8-405 of the UCC are met, the Borrower will execute, and the Closed-End Administrative Agent will authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Closed-End Exchange Note, a replacement Closed-End Exchange Note, except that if any such destroyed, lost or stolen Closed-End Exchange Note (but not a mutilated Closed-End Exchange Note) is due and payable within 7 days or has been called for redemption, instead of issuing a replacement Closed-End Exchange Note, the Borrower may pay such destroyed, lost or stolen Closed-End Exchange Note when so due or payable or upon the Exchange Note Redemption Date applicable to such Closed-End Exchange Note without surrender of such Closed-End Exchange Note. If, after the delivery of such replacement Closed-End Exchange Note or payment of a destroyed, lost or stolen Closed-End Exchange Note pursuant to the preceding sentence, a Protected Purchaser of the original Closed-End Exchange Note in lieu of which such replacement Closed-End Exchange Note was issued (or such payment made) presents for payment such original Closed-End Exchange Note, the Borrower and the Closed-End Administrative Agent will be entitled to recover such replacement Closed-End Exchange Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Closed-End Exchange Note (or such payment) from such Person to whom such replacement Closed-End Exchange Note (or such payment) was delivered or any assignee of such Person, except a Protected Purchaser, and will be entitled to recover upon the security or indemnity provided for such replacement Closed-End Exchange Note (or such payment) to the extent of any cost, expense, loss, damage, claim or liability incurred by the Borrower or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note (or such payment). (b) Upon the issuance of any replacement Closed-End Exchange Note under this Section 6.6, the Borrower may require the payment by the Exchange Noteholder of such Closed-End Exchange Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation to such replacement Closed-End Exchange Note and any other reasonable expenses of the Borrower and/or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note. (c) Every replacement Closed-End Exchange Note issued pursuant to this Section 6.6 will constitute an original additional contractual obligation of the Borrower, whether or not the mutilated, destroyed, lost or stolen Closed-End Exchange Note is enforceable by anyone and, except as provided in this 45 Collateral Agency Agreement, will be entitled to all the benefits of this Collateral Agency Agreement equally and proportionately with any and all other Closed-End Exchange Notes duly issued under this Collateral Agency Agreement and the related Exchange Note Supplement. (d) The provisions of this Section 6.6 are exclusive and preclude, to the extent lawful, all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Closed-End Exchange Notes.

Mutilated, Destroyed, Lost or Stolen Closed-End Exchange Notes. (a) If (i) any mutilated Closed-End Exchange Note is surrendered to the Closed-End Administrative Agent, or the Closed-End Administrative Agent receives evidence to its satisfaction of the destruction, loss or theft of any Closed-End Exchange Note, and (ii) there is delivered to the Closed-End Administrative Agent such security or indemnity as may be required by it to hold the Borrower and the Closed-End Administrative Agent harmless, then, in the absence of notice to the Borrower, the Exchange Note Registrar or the Closed-End Administrative Agent that such Closed-End Exchange Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC (a “Protected Purchaser”), and provided that the requirements of Section 8-405 of the UCC are met, the Borrower will execute, and the Closed-End Administrative Agent will authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Closed-End Exchange Note, a replacement Closed-End Exchange Note, except that if any such destroyed, lost or stolen Closed-End Exchange Note (but not a mutilated Closed-End Exchange Note) is due and payable within 7 days or has been called for redemption, instead of issuing a replacement Closed-End Exchange Note, the Borrower may pay such destroyed, lost or stolen Closed-End Exchange Note when so due or payable or upon the Exchange Note Redemption Date applicable to such Closed-End Exchange Note without surrender of such Closed-End Exchange Note. If, after the delivery of such replacement Closed-End Exchange Note or payment of a destroyed, lost or stolen Closed-End Exchange Note pursuant to the preceding sentence, a Protected Purchaser of the original Closed-End Exchange Note in lieu of which such replacement Closed-End Exchange Note was issued (or such payment made) presents for payment such original Closed-End Exchange Note, the Borrower and the Closed-End Administrative Agent will be entitled to recover such replacement Closed-End Exchange Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Closed-End Exchange Note (or such payment) from such Person to whom such replacement Closed-End Exchange Note (or such payment) was delivered or any assignee of such Person, except a Protected Purchaser, and will be entitled to recover upon the security or indemnity provided for such replacement Closed-End Exchange Note (or such payment) to the extent of any cost, expense, loss, damage, claim or liability incurred by the Borrower or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note (or such payment). (b) Upon the issuance of any replacement Closed-End Exchange Note under this Section 6.6, the Borrower may require the payment by the Exchange Noteholder of such Closed-End Exchange Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation to such replacement Closed-End Exchange Note and any other reasonable expenses of the Borrower and/or the Closed-End Administrative Agent in connection with such replacement Closed-End Exchange Note. (c) Every replacement Closed-End Exchange Note issued pursuant to this Section 6.6 will constitute an original additional contractual obligation of the Borrower, whether or not the mutilated, destroyed, lost or stolen Closed-End Exchange Note is enforceable by anyone and, except as provided in this Collateral Agency Agreement, will be entitled to all the benefits of this Collateral Agency Agreement equally and proportionately with any and all other Closed-End Exchange Notes duly issued under this Collateral Agency Agreement and the related Exchange Note Supplement.. 41 Collateral Agency Agreement (d) The provisions of this Section 6.6 are exclusive and preclude, to the extent lawful, all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Closed-End Exchange Notes.