Common use of Notes Acquired by Xxxxxxx Mac Clause in Contracts

Notes Acquired by Xxxxxxx Mac. Xxxxxxx Mac may, from time to time, repurchase or otherwise acquire (either for cash or in exchange for newly-issued Notes) some or all of the Notes at any price or prices, in the open market or otherwise. Xxxxxxx Mac may hold, sell or cancel any such repurchased Notes. Any Notes Xxxxxxx Mac owns shall have an equal and proportionate benefit under the provisions of this Agreement, without preference, priority or distinction as among those Notes. However, in determining whether the required percentage of Holders of the Notes have given any required demand, authorization, notice, consent or waiver, Notes Xxxxxxx Mac owns, directly or indirectly, shall be deemed not to be outstanding. For the avoidance of doubt, any Notes repurchased or otherwise acquired by Xxxxxxx Mac shall no longer be considered issued and outstanding for any U.S. federal tax purpose. Notwithstanding the foregoing, in the event Xxxxxxx Mac cancels any Notes pursuant to this Section 3.03(h), solely for purposes of making calculations with respect to the hypothetical structure and Reference Tranches, such Notes and related Reference Tranches shall be deemed to continue to be outstanding in accordance with the terms set forth in this Agreement. For the avoidance of doubt, no payments shall be made with respect to any such cancelled Notes.

Notes Acquired by Xxxxxxx Mac. Xxxxxxx Mac may, from time to time, repurchase or otherwise acquire (either for cash or in exchange for newly-issued Notes) some or all of the Notes at any price or prices, in the open market or otherwise. Xxxxxxx Mac may hold, sell or cancel any such repurchased Notes. Any Notes Xxxxxxx Mac owns shall will have an equal and proportionate benefit under the provisions of this the Debt Agreement, without preference, priority or distinction as among those Notes. However, in determining whether the required percentage of Holders of the Notes have given any required demand, authorization, notice, consent or waiver, Notes Xxxxxxx Mac owns, directly or indirectly, shall will be deemed not to be outstanding. For the avoidance of doubt, any Notes repurchased or otherwise acquired by Xxxxxxx Mac shall will no longer be considered issued and outstanding for any U.S. federal tax purpose. Notwithstanding the foregoing, in the event Xxxxxxx Mac cancels any Notes pursuant to this Section 3.03(h3.03(f), solely for purposes of making calculations with respect to the hypothetical structure and Reference Tranches, such Notes and related Reference Tranches shall will be deemed to continue to be outstanding in accordance with the terms set forth in this Agreement. For the avoidance of doubt, no payments shall be made with respect to any such cancelled Notes.