Common use of Treasury Notes Clause in Contracts

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor or any Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that which a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor on the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, their Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee Trustee, actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that which a Responsible Trust Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not neither the Issuer, Company nor any other obligor on the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer Issuers or by any Affiliate of the Issuer or the Co-Issuer, their Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Issuers or any obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required requisite principal amount of Notes have concurred in any direction, waiver or consent, Notes beneficially owned by the IssuerCompany, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerCompany, shall be considered as though not outstanding, except that for the purposes of determining whether the U.S. Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the U.S. Trustee actually knows are so owned shall be so disregarded. Notes so owned which that have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the U.S. Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any obligor under the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, Issuer shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor or any Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned owned, upon receipt of an Officer’s Certificate, shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of Person directly or indirectly con- trolling or controlled by or under direct or indirect common control with the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of as the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor or any Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes of a series have concurred in any direction, waiver or consent, Notes of a series owned by the IssuerIssuers, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerIssuers, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes of a series that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes of a series so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes of a series and that the pledgee is not the Issuer, the Co-an Issuer or any obligor upon the Notes of a Guarantor series or any Affiliate of the Issuer, the Co-an Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerIssuers, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerIssuers, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee and each Agent shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Registrar and the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Registrar and the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-an Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or of such other obligor on the Co-Issuer, Notes shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that a Responsible Officer of which the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s 's right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor on the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Secured Notes have concurred in any direction, waiver or consent, Secured Notes owned by the IssuerIssuers, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerIssuers, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Secured Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Secured Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Secured Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Secured Notes or any Affiliate of the Issuer, the Co-an Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required requisite principal amount of Notes have concurred in any direction, waiver or consent, Notes owned Beneficially Owned by the IssuerPartnership, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerPartnership, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Partnership or any obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Partnership or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer Issuers or by any Affiliate of the Issuer or the Co-Issuer, their Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.”

Treasury Notes. In determining whether the Holders of the required principal amount of any Notes of any series have concurred in any direction, waiver or consent, such Notes owned by the Issuer, the Co-Issuer Issuers or by any Affiliate of the Issuer or the Co-Issuer, their Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Any Notes of any series so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged Notes and that the pledgee is not the Issuer, the Co-Issuer Issuers or a Guarantor any obligor upon such Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of as the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s 's right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor or any Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of as the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor or any Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerIssuers, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerIssuers, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee and each Agent shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Registrar and the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Registrar and the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-an Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal Principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that a Responsible Officer of which the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s 's right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer Issuers or by any Affiliate of the Issuer or the Co-Issuer, their Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Issuers or any obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.”

Treasury Notes. In determining whether the Holders of the required requisite principal amount of Notes have concurred in any direction, waiver or consent, Notes beneficially owned by either Issuer or the IssuerCompany, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuerany of them, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer Issuer, the Company or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer any of them or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required requisite principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows may rely on the list of Holders it is required to maintain in accordance with Section 2.05 in determining what Notes are so owned shall be so disregardedowned. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, its Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee Trustee, actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate Subsidiary of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that which a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-Issuer or a Guarantor Company or any Affiliate other obligor on the Notes or any Subsidiary of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that a Responsible Officer of which the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s 's right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantor.of such other obligor. ARTICLE THREE

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any directiondirection or consent or any amendment, waiver modification or consentother change to this Indenture, Notes owned by the Issuer, the Co-Issuer or by any an Affiliate of the Issuer or the Co-Issuer, shall be considered disregarded and treated as though if they were not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consentconsent or any amendment, modification or other change to this Indenture, only Notes that a Responsible Trust Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which that have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the such pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the such pledgee is not the Issuer, the Co-Issuer or a Guarantor or any an Affiliate of the Issuer, the Co-Issuer or a Guarantor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which that have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor on the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerCompany, the Co-Issuer or by any Affiliate of Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Co-IssuerCompany, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee pledge establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or waive its consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any obligor of the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerCompany, the Co-Issuer or by any Affiliate of Person directly or indirectly controlling or controlled by or under direct or indirect common control with 41 the Issuer or the Co-IssuerCompany, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s 's right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any obligor upon the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required requisite principal amount of Notes have concurred in any direction, waiver or consent, Notes beneficially owned by the Company, the Corporate Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerIssuers, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be fully protected in conclusively relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the IssuerCompany, the Co-Corporate Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerCompany, the Co-Issuer or any Guarantor, or by any Affiliate of Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Co-IssuerCompany, shall will be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall will be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall will be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the reasonable satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged Notes and that the pledgee is not the IssuerCompany, the Co-Issuer or a Guarantor or any obligor on the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorthereof.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerCompany or any Guarantor, the Co-Issuer or by any Affiliate of Person directly or indirectly controlling, or controlled by or under direct or indirect common control with the Issuer Company or the Co-Issuerany Guarantor, shall will be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall will be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Company has so notified in writing the Trustee actually knows are so owned shall will be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged Notes and that the pledgee is not the IssuerCompany, the Co-Issuer or a Guarantor or any obligor upon the Notes or any Affiliate of the IssuerCompany, the Co-Issuer a Guarantor or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer ESH REIT or by any Affiliate of the Issuer or the Co-Issuer, its Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee Trustee, actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not ESH REIT or any obligor upon the Issuer, the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer ESH REIT or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required requisite principal amount of a series of Notes have concurred in any direction, waiver or consent, Notes of such series owned by the IssuerCompany, the Co-Issuer or by any Affiliate of the Issuer or the Co-IssuerCompany, shall be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes of such series that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to the Notes of such pledged Notes series and that the pledgee is not the Issuer, Company or any obligor upon the Co-Issuer or a Guarantor Notes of such series or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Issuer, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuer, its Affiliates shall be considered disregarded as though not outstandingrequired by the Trust Indenture Act, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer or a Guarantorof such other obligor.”

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerIssuer or any Guarantor, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuerany Guarantor, shall will be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the IssuerIssuer or any Guarantor, the Co-Issuer or by any Affiliate of the Issuer or the Co-Issuerany Guarantor, shall will be considered as though not outstanding, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver or consent with respect to such pledged the Notes and that the pledgee is not the Issuer, the Co-an Issuer or a Guarantor any obligor upon the Notes or any Affiliate of the Issuer, the Co-Issuer Issuers or a Guarantorof such other obligor.

Treasury Notes. In determining whether the Holders of the required principal amount Principal Amount at Maturity of Notes have concurred in any notice, direction, waiver or consent, Notes owned by the Issuer, Company or any other obligor on the Co-Issuer Notes or by any Affiliate of the Issuer Company or the Co-Issuer, of such other obligor shall be considered as though not outstandingdisregarded, except that that, for the purposes of determining whether the Trustee shall be protected in relying on any such notice, direction, waiver or consent, only Notes that which a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to deliver any such direction, waiver or consent act with respect to such pledged the Notes and that the pledgee is not the Issuer, Company or any other obligor on the Co-Issuer or a Guarantor Notes or any Affiliate of the Issuer, the Co-Issuer Company or a Guarantorof such other obligor.