Common use of Co-Trustees and Separate Trustees Clause in Contracts

Co-Trustees and Separate Trustees. Whenever the Owner Trustee or the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law of any jurisdiction in which all or any part of the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed to do so by the Majority Holders and the Agent, the Owner Trustee and the Holders shall execute and deliver an agreement supplemental hereto and all other instruments and agreements, and shall take all other action, necessary or proper to constitute one (1) or more Persons who need not meet the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either as co-trustee or co-trustees (the "Co-Owner Trustee"), jointly with the Owner Trustee, of all or any part of the Trust Estate, or as separate trustee or separate trustees of all or any part of the Trust Estate, and to vest in such Persons, in such capacity, such title to the Trust Estate or any part thereof and such rights or duties as may be necessary or desirable, all for such period and under such terms and conditions as are satisfactory to the Owner Trustee and the Holders. In accordance with the foregoing:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentNotes then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Guarantor and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders of at least thirty-three per centum (33%) in principal amount of the Debt Securities then Outstanding, the Company and the Agent, Guarantor shall for such purpose join with the Owner Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner Trustee other provisions of this Section. If the Company and the HoldersGuarantor do not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. In accordance with Should any written instrument or instruments from the foregoingCompany be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the Company. Every co-trustee or separate trustee shall, to the extent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever the Owner Trustee or the Majority Holders shall deem it necessary or prudent in order either (a) to conform to At any law time or times, for the purpose of meeting the legal requirements of any jurisdiction in which all or any part of the Trust Estate shall Mortgaged Property may at the time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Company and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least thirty-three percent (33%) in principal amount of the AgentSecurities then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements Trustee and, if no Event of Section 9.1(c) (Default shall have occurred and be continuing, by the Owner Trustee may appoint one (1) or more of its officers) Company either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust EstateMortgaged Property, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within fifteen (15) days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee and the Holders. In accordance with the foregoing:alone shall have power to make such appointment.

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 25% in principal amount of the AgentSecurities then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 30 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of the Trust Estate shall may at the time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Company and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 25% in principal amount of the AgentObligations Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution, delivery and the Holders shall execute and deliver an agreement supplemental hereto and performance of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within fifteen (15) days after the receipt by it of a request so to do, or in case an Event of Default exists, the Trustee alone shall have power to make such appointment. Should any written instrument from the Company be required by any co-trustee or separate trustee so appointed for more fully confirming to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following terms, namely:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of the Trust Estate shall Collateral may at the time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Issuer and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentTrustee or of the Controlling Party, the Owner Issuer shall for such purpose join with the Trustee in the execution, delivery and the Holders shall execute and deliver an agreement supplemental hereto and performance of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the Trustee and meeting the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) 7.08 hereof, either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, Trustee of all or any part of the Trust Estatesuch Collateral, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Issuer does not join in such appointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default has occurred and is continuing, the Trustee alone shall have power to make such appointment. Should any written instrument from the Issuer be reasonably required by any co-trustee or separate trustee so appointed for more fully confirming to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersIssuer. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following terms:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 25% in principal amount of the AgentSecurities then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee purpose of meeting the legal requirements of the TIA or the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law of any jurisdiction in which all or any part of the a Trust Estate shall may at the time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Issuer and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentTrustee or of the Control Party, the Owner Issuer shall for such purpose join with the Trustee in the execution, delivery and the Holders shall execute and deliver an agreement supplemental hereto and performance of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the such Trust Estate, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Issuer does not join in such appointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default has occurred and is continuing, the Trustee alone shall have power to make such appointment. Should any written instrument from the Issuer be required by any co-trustee or separate trustee so appointed for more fully confirming to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersIssuer. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following terms:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of the Trust Estate shall may at any time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Issuer and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentTrustee or of the Required Holders, the Owner Issuer shall for such purpose join with the Trustee in the execution, delivery and the Holders shall execute and deliver an agreement supplemental hereto and performance of, all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the such Trust Estate, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Issuer does not join in such appointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default has occurred and is continuing, the Trustee alone shall have power to make such appointment. Should any written instrument from the Issuer be required by any co-trustee or separate trustee so appointed for more fully confirming to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersIssuer. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following terms, namely:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of the Trust Estate shall Collateral may at the time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Company and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least a majority in principal amount of the AgentNotes then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements Trustee and, if no Event of Section 9.1(c) (Default shall have occurred and be continuing, by the Owner Trustee may appoint one (1) or more of its officers) Company either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust EstateCollateral, or to act as separate trustee or separate trustees of all or any part such property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner Trustee other provisions of this Section. If the Company does not join in such appointment within fifteen (15) days after the receipt by it of Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentSecurities then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within fifteen (15) days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co‑trustee or separate trustee to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentTrustee or of the holders of at least 25% in principal amount of the Securities then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 25% in principal amount of the AgentSecurities then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, at the Owner Trustee or expense of the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law Corporation and for the purpose of meeting the legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Corporation and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Debenture Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentDebenture Trustee or of the holders of at least 25% in principal amount of the Securities then outstanding, the Owner Corporation shall for such purpose join with the Debenture Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) Debenture Trustee, or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")separate trustee, jointly with the Owner Debenture Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Corporation does not join in such appointment within fifteen (15) days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Debenture Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Corporation be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCorporation. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of the a Trust Estate shall may at any time be situated or to which it may be subject or to make any claim or bring any suit with respect to located, the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) Issuer and the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentTrustee or of the Required Holders, the Owner Issuer shall for such purpose join with the Trustee in the execution, delivery and the Holders shall execute and deliver an agreement supplemental hereto and performance of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")co- trustee, jointly with the Owner Trustee, of all or any part of the such Trust Estate, or to act as separate trustee or separate trustees of all or any part such Property, in either case with such powers as may be provided in the instrument of the Trust Estateappointment, and to vest in such PersonsPerson or Persons in the capacity aforesaid, in such capacityany property, such title to the Trust Estate title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Issuer does not join in such appointment within 15 days after the receipt by it of a request so to do, or in case an Event of Default has occurred and in continuing, the Trustee alone shall have power to make such appointment. Should any written instrument from the Issuer be required by any co-trustee or separate trustee so appointed for more fully confirming to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersIssuer. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following terms, namely:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least thirty-three percent (33%) in principal amount of the AgentNotes then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentDebt Securities then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Corporation and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Debenture Trustee shall have been directed power to do so by appoint, and, upon the Majority Holders and written request of the AgentDebenture Trustee or of the holders of at least 25% in principal amount of the Securities then outstanding, the Owner Corporation shall for such purpose join with the Debenture Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) Debenture Trustee, or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")separate trustee, jointly with the Owner Debenture Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Corporation does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Debenture Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Corporation be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCorporation. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 25% in aggregate principal amount of the AgentJunior Subordinated Debentures then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section 9.15. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentNotes then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section 8.12. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. 55 Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentSecurities then Outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions:

Co-Trustees and Separate Trustees. Whenever At any time or times, for the Owner Trustee or purpose of meeting the Majority Holders shall deem it necessary or prudent in order either (a) to conform to any law legal requirements of any jurisdiction in which all or any part of applicable jurisdiction, the Trust Estate shall be situated or to which it may be subject or to make any claim or bring any suit with respect to Company and the Trust Estate or any Operative Agreement, (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent, or (c) the Owner Trustee shall have been directed power to do so by appoint, and, upon the Majority written request of the Trustee or of the Holders and of at least 33% in principal amount of the AgentNotes then outstanding, the Owner Company shall for such purpose join with the Trustee in the execution and the Holders shall execute and deliver an agreement supplemental hereto and delivery of all other instruments and agreements, and shall take all other action, agreements necessary or proper to constitute appoint, one (1) or more Persons who need not meet approved by the requirements of Section 9.1(c) (and the Owner Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee")trustee, jointly with the Owner Trustee, of all or any part of the Trust Estate, or to act as separate trustee or separate trustees trustee, in either case with such powers as may be provided in the instrument of all or any part of the Trust Estateappointment, and to vest in such Person or Persons, in such capacitythe capacity aforesaid, such title to the Trust Estate any property, title, right or any part thereof and such rights or duties as may be power deemed necessary or desirable, all for such period and under such terms and conditions as are satisfactory subject to the Owner other provisions of this Section. If the Company does not join in such appointment within 15 days after the receipt by it of a request so to do, or if an Event of Default shall have occurred and be continuing, the Trustee alone shall have power to make such appointment. Should any written instrument or instruments from the Company be required by any co-trustee or separate trustee so appointed to more fully confirm to such co-trustee or separate 000-0000-0000/13/AMERICAS trustee such property, title, right or power, any and all such instruments shall, on request, be executed, acknowledged and delivered by the HoldersCompany. In accordance with Every co-trustee or separate trustee shall, to the foregoingextent permitted by law, but to such extent only, be appointed subject to the following conditions: