Common use of Outstanding Equipment Notes Clause in Contracts

Outstanding Equipment Notes. Equipment Notes outstanding at any time are all Equipment Notes that have been authenticated by the Trustee except for those cancelled by it, those delivered to it for cancellation and those described in this Section 2.07 as not outstanding. If an Equipment Note is replaced pursuant to Section 2.06, it ceases to be outstanding unless and until the Trustee and the Company receive proof reasonably satisfactory to them that the replaced Equipment Note is held by a protected purchaser. An Equipment Note does not cease to be outstanding because the Company or one of its Affiliates holds such Equipment Note; provided, however, that, in determining whether the Holders of the requisite principal amount of the outstanding Equipment Notes have given any request, demand, authorization, direction, notice, consent or waiver hereunder, Equipment Notes owned by the Company or any other obligor upon the Equipment Notes or any Affiliate of the Company or of such other obligor shall be disregarded and deemed not to be outstanding, except that, in determining whether the Trustee shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Equipment Notes which a Responsible Officer of the Trustee knows to be so owned shall be so disregarded. Equipment Notes so owned which have been pledged in good faith may be regarded as outstanding if the pledgee establishes to the satisfaction of the Trustee the pledgee's right so to act with respect to such Equipment Notes and that the pledgee is not the Company or any other obligor upon the Equipment Notes or any Affiliate of the Company or of such other obligor.