Common use of Notice to Trustee Clause in Contracts

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- written notice to the Trustee of the issuance of any Designated Senior Indebtedness. In addition, the Company shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]IV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereofthereof who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or trustee; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) ), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section [__].54.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a redemption of Notes if (i) notice of such redemption has been given to the Noteholders pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than sixty (60) days before the redemption date, (b) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a repurchase of Notes if (i) notice of such repurchase has been given pursuant to Article XVI prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of repurchase is given not earlier than forty (40) days before the repurchase date, or (c) any payment by the Trustee to the Noteholders of monies deposited with it pursuant to Section 13.1. The Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article IV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article IV, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes any Debentures pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Debentures pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.2, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall have not fewer than one received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Debentures), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.2, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] liquidation, reorganization, insolvency, bankruptcy, receivership or other proceeding which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] Twelve or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in Representative of the form of an Officers Certificate) or a Representative or a holder or holders of such Issuer Senior Indebtedness or from-any trustee thereofIndebtedness; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofof and premium, if any or premiuminterest, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 5.1, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a Representative of holders of Issuer Senior Indebtedness to establish that such notice has been given by a Representative. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Issuer Senior Indebtedness to participate in any payment or after distribution pursuant to this Article Twelve, the Trustee may request that such prior dateperson furnish evidence to the satisfaction of the Trustee as to the amount of Issuer Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article Twelve, and if such evidence is not furnished, the Trustee may defer any such payment pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Debt or of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Trustee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its principal Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders agent of a holder of Senior Indebtedness Debt who shall have been certified by the Company or from-otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee under any trustee thereof; and before indenture pursuant to which Senior Debt shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties Sections 7.1 and Responsibilities of Trustee]7.2, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least three Business Day Days prior to the date upon which by the terms hereof any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].5Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article 3 prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 8.1. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Debt or a trustee on behalf of any such holder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuer or the Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Issuer or the Guarantor, as the case may be, which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in Issuer or the form of an Officers Certificate) or a Representative Guarantor or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior . Subject to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment provisions of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5, then, anything herein contained to the contrary notwithstanding5.01, the Trustee shall have full power be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or a trustee therefor) to establish that such notice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and authority any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior datepayment.

Notice to Trustee. [Quantum Corporation] The Company and the Subsidiary Guarantors shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities or under any Subsidiary Guarantee. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or Company, a Representative or Subsidiary Guarantor, a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.01, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give written notice to ----------------- the Trustee of the issuance of any Designated Senior Indebtedness. In addition, the Company shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]IV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereofthereof who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or trustee; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least -------- two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) ), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section [__].54.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a redemption of Notes if (i) notice of such redemption has been given to the Noteholders pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than sixty (60) days before the redemption date, (b) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a repurchase of Notes if (i) notice of such repurchase has been given pursuant to Article XVI prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of repurchase is given not earlier than forty (40) days before the repurchase date, or (c) any payment by the Trustee to the Noteholders of monies deposited with it pursuant to Section 13.1. The Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article IV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article IV, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] liquidation, insolvency, bankruptcy, receivership or other proceeding which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions Guaranty of this Article [__]Securities of any series. Notwithstanding the provisions of this Article [__] Thirteen or any other provision of this IndentureIndenture or the Guaranty, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Guaranty, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in Representative of the form of an Officers Certificate) or a Representative or a holder or holders of such Guarantor Senior Indebtedness or from-any trustee thereofIndebtedness; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment pursuant to the Guaranty of the principal ofof and premium, if any or premiuminterest, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 5.1, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a Representative of holders of Guarantor Senior Indebtedness to establish that such notice has been given by a Representative. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Guarantor Senior Indebtedness to participate in any payment or after distribution pursuant to this Article Thirteen, the Trustee may request that such prior dateperson furnish evidence to the satisfaction of the Trustee as to the amount of Guarantor Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article Thirteen, and if such evidence is not furnished, the Trustee may defer any such payment pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies payments to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftrustee, fiduciary or agent therefore; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]602, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 1109 at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or premiumof (and pre- mium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary con- trary which may be received by it within three Business Days prior to such date. Nothing in this Section 1109 shall limit the right of the holders of Senior Indebtedness to recover pay- ments as contemplated by Sections 1102 and 1103. Subject to the provisions of Section 602, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing such Person to be a holder of Senior Indebtedness (or after a trustee, fiduciary or agent therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee, fiduciary or agent there- for). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trus- tee may request such Person to furnish evidence to the reason- able satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Per- son is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Obligors shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Trust Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Obligors which would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]. V. Notwithstanding the provisions of this Article [__] V or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]V, unless and until a Responsible Trust Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Obligors (in the form of an Officers Officers' Certificate) or a Representative or a holder Holder or holders Holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]9.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, interest or interest Additional Interest, if any, on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].55.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article V to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Article 10, and any such payment shall not be subject to the provisions of Article V. The Trustee, subject to the provisions of Section 9.1, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article V, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article V, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' ’ Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes pursuant to the provisions of this Article [__]12. Notwithstanding the provisions of this Article [__] 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office office of the Trustee specified in Section 13.03 hereof from [Quantum Corporation] the Company (in the form of an Officers Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereofDebt; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior with respect to the date upon which by the terms hereof any such monies that may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) unless the Trustee shall not have received, with respect on a date not less than one Business Day immediately prior to the date upon which by the terms hereof such moniesmonies shall become payable, the notice provided for in this Section [__].512.05, then, anything herein in the first two paragraphs of Section 12.02 contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date; provided further, that if the Trustee shall receive any such notice on the date upon which by the terms hereof such monies shall become payable, the Trustee may, in its reasonable discretion, waive the time for notice provided in the foregoing proviso. Nothing shall prevent any payment by the Trustee to the holders of monies deposited with it pursuant to Article 8, and any such payment shall not be subject to the provisions of Article 12; provided that, at the time of any such deposit, such deposit and payment were permitted under this Article 12 without giving effect to the first clause of this sentence. The Trustee, subject to the provisions of Section 7.01, shall be entitled to conclusively rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Debt to establish that such notice has been given by a Representative or a holder of Senior Debt. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article 12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 12, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Debentures. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Debentures to Senior Indebtedness. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Debentures, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 13.02 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Responsible Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofamount, issue price, accrued original issue discount, redemption price, purchase price, change in control purchase price or premiuminterest, if any, or interest on as the case may be, in respect of any Note) Debenture), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].510.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 7.01, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or after itself to be a holder of Senior Indebtedness (or a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the rights of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] liquidation, moratorium, insolvency, bankruptcy, receivership or other proceeding which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in Representative of the form of an Officers Certificate) or a Representative or a holder or holders of such Senior Indebtedness or from-any trustee thereofIndebtedness; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofof and premium, if any or premiuminterest, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 5.1, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a Representative of holders of Senior Indebtedness to establish that such notice has been given by a Representative. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or after distribution pursuant to this Article Eleven, the Trustee may request that such prior dateperson furnish evidence to the satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article Eleven, and if such evidence is not furnished, the Trustee may defer any such payment pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in Notwithstanding the form provisions of an Officers' Certificate to a Responsible Officer this Article 3 or any other provisions of this Indenture, neither the Trustee and to not any paying agent (other than the Company) shall be charged with knowledge of the existence of any fact known to [Quantum Corporation] Senior Indebtedness or of any event which would prohibit the making of any payment of monies moneys to or by the Trustee or any such paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]agent, unless and until a Responsible Officer of the Trustee or such paying agent shall have received (in the case of the Trustee, at its main office) written notice thereof at from the Corporate Trust Office Company or from [Quantum Corporation] (in the form holder of an Officers Certificate) or a Representative or a holder or holders any Senior Indebtedness, together with proof reasonably satisfactory to the Trustee of such holding of Senior Indebtedness or from-any trustee thereofIndebtedness; and before the receipt of any such written noticeprovided, the Trusteehowever, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than at least one Business Day business day prior to the date upon which by the terms hereof any such monies moneys may become payable for any purpose (including, including without limitation, the payment of either the principal of, of or premium, if any, or interest on any Note) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].53.9, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such one business day prior to such date. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness to establish that such a notice has been given by a holder of Senior Indebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the authority or right of any person as a holder of Senior Indebtedness to deliver notice or participate in any payment or distribution pursuant to this Article 3, then the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the authority of such person, the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the authority or rights of such person under this Article 3 and, if such evidence is not furnished, the Trustee may defer any payment to such person pending judicial determination as to the authority or right of such person to deliver notice or receive such payment. Upon request of the Trustee, the Company will provide it with an Officers' Certificate setting forth the identity of any holder of Senior Indebtedness and the amount of such Senior Indebtedness and the Trustee shall be fully protected in relying upon such Officers' Certificate. The Company shall promptly deliver an Officer's Certificate notifying the Trustee and each other paying agent of any facts known to the Company that would cause any payment or distribution with respect to the Notes to violate this Article 3, but failure to give such notice shall not affect the subordination of the Notes to the Senior Indebtedness provided in this Article 3.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Issuer which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Ten. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] Ten or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible the Trust Officer of the Trustee shall have received written notice thereof at in writing from the Corporate Trust Office Issuer, or from [Quantum Corporation] (in the form a holder of an Officers Certificate) Senior Debt or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before therefor, and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume (in the absence of actual knowledge to the contrary) that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than one have received, at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitationpurpose, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].510.07, then, anything herein contained to the contrary notwithstanding, but otherwise subject to the provisions of Sections 10.02(b) and 10.03(b), the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or after itself to be a holder of Senior Debt (or a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Debt (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Ten, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amounts of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Ten, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] XIII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 14.2 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofPrincipal Amount, interest or premiumsuch other amounts as may be provided for in Section 2.3(a), if any, or interest on as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].513.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 7.1, the Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article XIII, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article XIII, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such person pursuant to the terms of this Indenture pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the - 57 - 66 Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 13.2 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofPrincipal Amount, interest or premiumsuch other amounts as may be provided for in Section 2.3(a), if any, or interest on as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].512.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 7.1, the Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article XII, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such person pursuant to the terms of this Indenture pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] liquidation, moratorium, insolvency, bankruptcy, receivership or other proceeding which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Guaranty, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in Representative of the form of an Officers Certificate) or a Representative or a holder or holders of such Guarantor Senior Indebtedness or from-any trustee thereofIndebtedness; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment pursuant to the Guaranty of the principal ofof and premium, if any or premiuminterest, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 5.1, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a Representative of holders of Guarantor Senior Indebtedness to establish that such notice has been given by a Representative. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Guarantor Senior Indebtedness to participate in any payment or after distribution pursuant to this Article Thirteen, the Trustee may request that such prior dateperson furnish evidence to the satisfaction of the Trustee as to the amount of Guarantor Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article Thirteen, and if such evidence is not furnished, the Trustee may defer any such payment pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Adesto Technologies Corporation] shall give ----------------- prompt written notice in the form of an Officers' ’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Adesto Technologies Corporation] which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__[ ]. Notwithstanding the provisions of this Article [__[ ] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__[ ], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Adesto Technologies Corporation] (in the form of an Officers Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__[ ] [Duties and Responsibilities of Trustee], shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__[ ].5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies movies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article [ ] to the contrary, nothing shall prevent any payment by the Trustee to the Noteholders of monies deposited with it pursuant to Section [ ] [Discharge of Indenture], and any such payment shall not be subject to the provisions of Section [ ].1 or [ ].2. The Trustee, subject to the provisions of Section [ ] [Duties and Obligations of Trustee], shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article [ ], the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article [ ] and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company that would prohibit the making of any payment of moneys or assets to or by the Trustee in respect of the Securities of any series pursuant to the provisions of this Article 13. Subject to Section 13.01, notwithstanding the provisions of this Article 13 or any other provisions of this Indenture, neither the Trustee nor any paying agent (other than the Company) shall be charged with knowledge of the existence of any Senior Indebtedness or of any fact which would prohibit the making of any payment of monies moneys or assets to or by the Trustee or any such paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]agent, unless and until a Responsible Officer of the Trustee or such paying agent shall have received written notice thereof (in the case of a Responsible Officer of the Trustee, at the Corporate Trust Office of the Trustee) written notice thereof from [Quantum Corporation] (in the form Company or from the holder of an Officers Certificate) any Senior Indebtedness or a Representative or a holder or holders from the trustee for any such holder, together with proof satisfactory to the Trustee of such holding of Senior Indebtedness or from-any trustee thereof; and before of the authority of such trustee, and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects conclusively to assume presume that no such facts exist; provided provided, however, that if on a date not fewer than one at least two Business Day Days prior to the date upon which by the terms hereof any such monies moneys or assets may become payable for any purpose (including, without limitation, the payment of either the principal of, or premium, if any, or interest on any NoteSecurity) a Responsible Officer of the Trustee shall not have received, received with respect to such monies, moneys or assets the notice provided for in this Section [__].513.06, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys or assets and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee on behalf of such prior dateholder) to establish that such a notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 13 and, if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]10. Regardless of anything to the contrary contained in this Article 10 or elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the Corporate Trust Office from [Quantum Corporation] (in of the form Trustee to that effect signed by an officer of an Officers Certificate) the Company, or a Representative or by a holder or holders of Senior Indebtedness or from-any trustee thereof; and before or agent therefor, who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder, trustee or agent, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties Sections 7.01 and Responsibilities of Trustee]7.02, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 10.07 at least three Business Day Days prior to the date upon which by the terms hereof any such monies may shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, of or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 10, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities of any series pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities of any series pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.03, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities of any series), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.03, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies or distribution to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]13. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] 13 or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing referencing this Indenture and the Corporate Trust Office Securities from [Quantum Corporation] (in the form Company, or from a holder of an Officers Certificate) Senior Debt or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before therefor, and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Responsible Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof of the Securities issued under this Indenture any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofprincipal, interest, redemption price, change in control or premiumpurchase price, if any, or interest on as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].513.7, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Debt (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Debt (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article 13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amounts of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and if, to any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of Company's knowledge, any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of Securities is prohibited by this Article [__]13. Notwithstanding the provisions of this Article [__] 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of that any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of Securities is prohibited by this Article [__]13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee therefor or other representative thereof; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]1.05, shall be entitled in all respects to assume that no such facts existexist that would prohibit any payment in respect of the Securities; provided provided, however, that if a Responsible Officer of the Trustee shall not have received at the Corporate Trust Office of the Trustee the notice provided for in this Section 13.09 by the close of business on a the date not fewer than one that is two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, including the payment of the principal of, or of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it after the close of business on the date that is two Business Days prior to such date. Subject to the provisions of Article 5, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing itself to be a holder of Senior Indebtedness (or after a representative thereof) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a representative thereof). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 13, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at its address set forth in Section 13.2 of any fact known to [Quantum Corporation] the Issuer which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Ten, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] Ten or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing from the Corporate Trust Office Issuer, or from [Quantum Corporation] (in the form a holder of an Officers Certificate) Senior Debt or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before therefor, and, prior to the receipt of any such written notice, the TrusteeTrustee shall be entitled to assume (in the absence of actual knowledge to the contrary) that no such facts exist (provided that, -------- notwithstanding the foregoing, the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section [__] [Duties 10.2 and Responsibilities of Trustee], Section 10.3). The Trustee shall be entitled in all respects to assume rely on the delivery to it of any notice pursuant to this Section 10.7 to establish that no such facts exist; provided that if on notice has been given by a date holder of Senior Debt (or a Representative therefor). If the Trustee shall not fewer than have received, at least one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such moniespurpose, the notice provided for in this Section [__].5Section, then, then anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which may be received by it on with one Business Day prior to such date (provided that, notwithstanding the -------- foregoing, the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section 10.2 and Section 10.3). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or after distribution pursuant to this Article Ten, the Trustee may request such prior datePerson to furnish evidence to the reasonable satisfaction of the Trustee as to the amounts of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Ten, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative of Senior Indebtedness or of a holder or holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal ofprincipal, Redemption Price, Fundamental Change Redemption Price, or premiuminterest, if any, or interest on in respect of any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies deposited by the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Officer's Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]4. Notwithstanding the provisions of this Article [__] 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officer's Certificate) or a Representative or a holder Holder or holders Holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.01, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer less than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, Interest, Contingent Interest or premiumAdditional Amount, if any, or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].54.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. The Trustee, subject to the provisions of Section 8.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 4, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Debt or of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Trustee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its principal Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders agent of a holder of Senior Indebtedness Debt who shall have been certified by the Company or from-otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee under any trustee thereof; and before indenture pursuant to which Senior Debt shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties Sections 7.1 and Responsibilities of Trustee]7.2, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least three Business Day Days prior to the date upon which by the terms hereof any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].5Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 8.1. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Debt or a trustee on behalf of any such holder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities of any series. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities of such series to Senior Indebtedness. Notwithstanding the provisions of this Article [__] Fourteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions Securities of this Article [__]such series, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in accordance with Section 1.05 from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.01, shall be entitled in all respects to assume conclusively that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofamount, interest or premiumsuch other amounts as may be provided for in Section 3.01, if any, or interest on as the case may be, in respect of any Note) Security of such series), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].514.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.01, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company and the Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company or the Guarantor which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Twelve. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Guarantor Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an Officer of the form of an Officers Certificate) Company or a Representative the Guarantor, or by a holder or holders of Guarantor Senior Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Seven, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 12.06 at least two Business Day Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, of or premium, if any, or interest or Liquidated Damages, if any, on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Guarantor and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 12.06 shall limit the right of the holders of Guarantor Senior Indebtedness to recover payments as contemplated by Section 12.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Guarantor Senior Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of Guarantor Senior Indebtedness or a trustee or representative on behalf of any such holder. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Guarantor Senior Indebtedness to participate in any payment or distribution pursuant to this Article Twelve, the Trustee may request such Person to furnish evidence to the 85 -78- reasonable satisfaction of the Trustee as to the amount of Guarantor Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Twelve, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies or distribution to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Eleven. Notwithstanding the provisions of this Article [__] Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which fact that would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Eleven, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from [Quantum Corporation] (in the form of an Officers Certificate) Company or a Representative Senior Lender or a holder or holders of Senior Indebtedness or from-from any trustee thereoffor Senior Indebtedness; and before prior to the receipt of any such written notice, notice the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section 11.05 within one Business Day prior to the date upon which by the terms hereof any such monies funds may become payable for any purpose (including, including without limitation, limitation the payment of the principal of, of or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies funds and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which that may be received by it within one Business Day prior to such date. The Trustee, subject to the provisions of Section 5.01, shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a Senior Lender (or after a trustee or agent on behalf of a Senior Lender) to establish that such prior datenotice has been given by a Senior Lender or a trustee or agent on behalf of any such Senior Lender. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a Senior Lender to participate in any payment or distribution pursuant to this Article Eleven, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other fact pertinent to the rights of such Person under this Article Eleven, and if such evidence is not furnished, the Trustee may defer any payment to such Person PRIME HOLDINGS INDENTURE pending judicial determination as to the right of such Person to receive such payment or distribution.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Failure to give such notice shall not affect the subordination of the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, including without limitation, the payment of the redemption price or principal of, or and premium, if any, or interest on any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].5Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. The Trustee shall not be charged with knowledge of the curing of any default with respect to the Senior Indebtedness or of the elimination of the act or condition preventing any payment under this Article unless and until two Business Days after the Trustee shall have received a notice from the party which originally notified the Trustee of the occurrence of a default with respect to the Senior Indebtedness. Subject to the provisions of Section 601, the Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to give notice hereunder or to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Debt or of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Trustee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its principal Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders agent of a holder of Senior Indebtedness Debt who shall have been certified by the Company or from-otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee under any trustee thereof; and before indenture pursuant to which Senior Debt shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties Sections 7.1 and Responsibilities of Trustee]7.2, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least three Business Day Days prior to the date upon which by the terms hereof any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].5Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 8.1. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Debt or a trustee on behalf of any such holder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and of any default or event of default with respect to any paying agent Senior Debt or of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Sixteen. Notwithstanding the provisions of this Article [__] Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any representative or trustee thereofacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]612, shall be entitled 84 in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of and premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any Proceeding, or under the conditions described in Section 1603, from making payments at any time in respect of the Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the Securities, or after the retention thereof by any Holder, if the Trustee did not have notice, as provided in this Section 1609, that such prior datepayment would have been prohibited by the provisions of this Article Sixteen. Subject to the provisions of Section 612, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or a representative or trustee therefor) to establish that such notice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Sixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Sixteen, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities and any -84- coupons appertaining thereto. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities and any coupons appertaining thereto, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.1, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] During any period for which a demand for payment by Parent pursuant to Article III remains outstanding, Parent shall give ----------------- prompt written notice in the form of an a Parent Officers' Certificate to a Responsible Trust Officer of the Trustee having responsibility for the administration of the trust established by the Indenture and to any paying agent of any fact known to [Quantum Corporation] Parent which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]IV, unless and until a Responsible Trust Officer of the Trustee having responsibility for the administration of the trust established by the Indenture shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] Parent (in the form of an Officers a Parent Officers' Certificate) or a Representative or a holder or holders of Parent Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than one three (3) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest (including liquidated damages (as defined in the Indenture), if any) on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].54.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself or herself to be a holder of Parent Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Parent Senior Indebtedness or a trustee on behalf of any such holder or holders. The Trustee shall not be required to make any payment or distribution to or on behalf of a holder of Parent Senior Indebtedness pursuant to this Article IV unless it has received reasonably satisfactory evidence as to the amount of Parent Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article IV.

Notice to Trustee. [Quantum Corporation] The Company and the Subsidiary Guarantors shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities or under any Subsidiary Guarantee. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or Company, a Representative or Subsidiary Guarantor, a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.01, shall be entitled in all respects to assume that no such facts exist; provided , however , that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.01, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes. Failure to give such notice shall not affect the subordination of the Notes pursuant to the provisions of this Article [__]Senior Indebtedness. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Notes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (address and in the form of an Officers Certificate) manner specified in Section 13.02 from the Company or a Representative representative of or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], 7.01 shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date Responsible Officer of the Trustee shall not fewer than one Business Day have received, at least 24 hours prior to the date time upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitationpurpose, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].510.06, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within 24 hours prior to such time. Subject to the provisions of Section 7.01, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 10, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the rights of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Series E Notes pursuant to the provisions of this Article [__]6. Notwithstanding Failure to give such notice to the provisions Trustee shall not affect the subordination of this Article [__] or any other provision of this Indenture, the Series E Notes to Senior Debt. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing to that effect signed by an officer of the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company, or a Representative or by a holder of any Senior Debt or holders of Senior Indebtedness trustee or from-any trustee thereofagent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to Article 7 of the provisions of Section [__] [Duties and Responsibilities of Trustee]Indenture, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 6.11 at least three Business Day Days prior to the date upon which by the terms hereof of this Supplemental Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Series E Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 6.11 shall limit the right of the holders of Senior Debt to recover payments as contemplated by Article 6. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of any Senior Debt to participate in any payment or distribution pursuant to this Article 6, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of such Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 6, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Issuer which would prohibit the making of any payment of monies deposited by the Issuer to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen. Notwithstanding the provisions of this Article [__] Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies deposited by the Issuer to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Issuer (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness of the Issuer or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].513.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies deposited by the Issuer and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article Thirteen to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Section 4.1, and any such payment shall not be subject to the provisions of Section 13.1 or 13.2. 105 114 The Trustee, subject to the provisions of Section 6.1, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Indebtedness of the Issuer (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Issuer or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness of the Issuer to participate in any payment or distribution pursuant to this Article Thirteen, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Issuer held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article Thirteen, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Officer's Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]4. Notwithstanding the provisions of this Article [__] 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Debentures pursuant to the provisions of this Article [__]4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officer's Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and Senior Subordinated Indebtedness, and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]9.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date not fewer less than one two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest Interest on any NoteDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].54.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary, nothing shall prevent any payment by the Trustee to the Debentureholders of monies deposited with it pursuant to Section 14.01, if a Responsible Officer of the Trustee shall not have received written notice at the Corporate Trust Office on or before two (2) Business Days prior to the date such payment is due that such payment is not permitted under Section 4.01 or Section 4.02, The Trustee, subject to the provisions of Section 9.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior and Senior Subordinated Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior and Senior Subordinated Indebtedness or a trustee on behalf of any such holder or holders. The Trustee shall not be required to make any payment or distribution to or on behalf of a holder of Senior and Senior Subordinated Indebtedness pursuant to this Article 4 unless it has received satisfactory evidence as to the amount of Senior and Senior Subordinated Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4.

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- written notice to the Trustee of the issuance of any Designated Senior Indebtedness. In addition, the Company shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]IV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereofthereof who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or trustee; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) ), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section [__].54.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a redemption of Notes if (i) notice of such redemption has been given to the Noteholders pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than sixty (60) days before the redemption date, (b) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a repurchase of Notes if (i) notice of such repurchase has been given pursuant to Article XVI prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of repurchase is The Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article IV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article IV, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 13.2 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of 56 Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofPrincipal Amount, interest or premiumsuch other amounts as may be provided for in Section 2.3(a), if any, or interest on as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].512.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article XII, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such person pursuant to the terms of this Indenture pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities of any series pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities of any series pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.03, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities of any series), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.03, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if 66 such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at the Corporate Trust Office of the Trustee in the form of an Officer’s Certificate of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies money or distribution to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Indenture. Notwithstanding the provisions of this Article [__] Article, including, not limited to, Sections 1402, 1403 and 1404 hereof, or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes Securities otherwise required to be made pursuant to the provisions terms of this Article [__]Indenture or the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee written notice thereof from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies cash, property or securities may become payable or distributable for any purpose purposes (including, without limitation, the payment of the principal of, or premium, if any, sinking funds or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same monies, securities or other property received by it for any such payment or distribution to the purpose for which they were received, received and shall not be affected by any notice to the contrary which may be have been received by it within such three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Debt (or a trustee on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under the Article, and, if such evidence is not furnished, the Trustee may defer any payment or distribution to such Person pending judicial determination as to the right of such Person to receive such payment or distribution.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- written notice to the Trustee of the issuance of any Designated Senior Indebtedness. In addition, the Company shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]IV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereofthereof who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or trustee; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) ), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section [__].54.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a redemption of Notes if (i) notice of such redemption has been given to the Noteholders pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than sixty (60) days before the redemption date, (b) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a repurchase of Notes if (i) notice of such repurchase has been given pursuant to Article XVI prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of repurchase is

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Failure to give such notice to the provisions Trustee shall not affect the subordination of this Article [__] or any other provision of this Indenture, the Securities to Senior Debt. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing to that effect signed by an Officer of the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company, or a Representative or by a holder or holders of Senior Indebtedness Debt or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Seven, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall -------- ------- not fewer than one have received the notice provided for in this Section 8.06 at least three Business Day Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 8.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by Section 8.02 or 8.03. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Debentures pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]5.02, shall be entitled in all respects to assume that no such facts exist; provided provided, that if on a date the Trustee shall have not fewer than one received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Debentures, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 5.02, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior date.notice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and

Notice to Trustee. [Quantum Corporation] The Company and each Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company or such Guarantor which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to or the provisions of this Article [__]Guarantees, as applicable. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to or the provisions of this Article [__], Guarantees unless and until a Responsible Trust Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company , any Guarantor or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.1, shall be entitled 140 150 in all respects to assume that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on (including Additional Amounts, if any, and Special Interest, if any) on, and any other amounts due in respect of any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 7.1, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen. Notwithstanding the provisions of this Article [__] Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative of Senior Indebtedness or of a holder or holders of Senior Indebtedness of the Company or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].513.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies deposited by the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities; provided, however, that failure to provide such notice shall not affect the provisions subordination of this Article [__]the Securities provided for herein. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt of the Company or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 601, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt of the Company (or after a trustee or other representative therefor) to establish that such prior date.notice has been given by a holder of Senior Debt of the Company (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt of the

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies or distribution to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions Securities of this Article [__]any series. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes pursuant to the provisions Securities of this Article [__]a series, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor or from any Entitled Person in respect of Other Financial Obligations; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Subject to the provisions of Section 601, the Trustee shall have full power be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or a trustee therefor) or an Entitled Person in respect of Other Financial Obligations to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee therefor) or an Entitled Person in respect of Other Financial Obligations. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness or an Entitled Person in respect of Other Financial Obligations to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness or Other Financial Obligations held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and authority any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment or distribution to such Person pending judicial determination as to the right of such Person to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on payment or after such prior datedistribution.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities of any series pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities of any series pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.03, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities of any series), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.03, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] XI or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Trust Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to except during the provisions continuance of Section [__] [Duties and Responsibilities an Event of Trustee]Default, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, including without limitation, the payment of the principal of, or and premium, if any, or interest on any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].5Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Except during the continuance of an Event of Default, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee on behalf of such prior date.holder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article XI, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such 45

Notice to Trustee. [Quantum Corporation] During any period with respect to which a demand for payment by Parent pursuant to Section 3.1 of this First Supplemental Indenture remains outstanding, Parent shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] Parent which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Parent's obligations under Section 3.1 of this First Supplemental Indenture pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions Parent's obligations under Section 3.1 of this Article [__]First Supplemental Indenture, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Parent or a holder of Parent Senior Debt or holders of Senior Indebtedness from any trustee, agent or from-any trustee thereofrepresentative therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities 6.1 of Trustee]the Indenture, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one Business Day have received the notice provided for in this Section 4.5 prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.1 of the Indenture, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Parent Senior Debt (or after a trustee, agent or representative therefor) to establish that such prior datenotice has been given by a holder of Parent Senior Debt (or a trustee, agent or representative therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Parent Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Parent Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies when due to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions Subordinated Debt Securities of this Article [__]a series. Notwithstanding the provisions of this Article [__] or any other provision provisions of this IndentureIndenture but subject to the provisions of Section 12.01, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies when due to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], such Subordinated Debt Securities unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company or a Representative Senior Creditor or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written noticenotice by a Responsible Officer of the Trustee, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.01, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or premiumof and any premium and interest, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Subordinated Debt Security), then, anything herein contained subject to the contrary notwithstandingprovisions of Section 12.01, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.01, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself to be a Senior Creditor or after a trustee therefor, to establish that such prior datenotice has been given by a Senior Creditor, or a trustee therefor. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a Senior Creditor to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of claims held by such Person, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]Four. The Trustee shall be entitled to assume that no such fact exists unless the Company or any holder of Senior Indebtedness or any trustee therefor has given such notice to the Trustee at the principal office of the Trustee. Notwithstanding the provisions of this Article [__] Four or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes Debentures pursuant to the provisions of this Article [__]Four, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, that if on a date not fewer than one Business Day three business days prior to the date upon which by the terms hereof any such monies moneys may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any NoteDebenture) the Trustee shall not have received, with respect to such moniesmoneys, the notice provided for in this Section [__].54.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Debentureholders of moneys in connection with a redemption of Debentures if (i) notice of such redemption has been given pursuant to Article Three or Section 13.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article Four, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Four, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Failure to give such notice shall not affect the subordination of the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereof; and before or agent therefor: and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, including without limitation, the payment of the redemption price or principal of, or ; and premium, if any, or interest on any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].5Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. The Trustee shall not be charged with knowledge of the curing of any default with respect to the Senior Indebtedness or of the elimination of the act or condition preventing any payment under this Article unless and until two Business Days after the Trustee shall have received a notice from the party which originally notified the Trustee of the occurrence of a default with respect to the Senior Indebtedness. Subject to the provisions of Section 601, the Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to give notice hereunder or to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and of any default or event of default with respect to any paying agent Senior Indebtedness or of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities or coupons appertaining thereto. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities or coupons appertaining thereto, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least five Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of and premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within five Business Days prior to such date. Subject to the provisions of Section 601, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to Notwithstanding any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant provision to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of contrary in this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt of the Company or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 601, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt of the Company (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Debt of the Company (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt of the Company to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]4. Unless the Trustee has failed to give notice of its change of address pursuant to Section 19.03 hereof, the Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an Officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders of Senior Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the Trustee, Trustee subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article 9 shall, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 4.06 at least two Business Day Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 4.06 shall limit the right of the holders of Senior Indebtedness to recover payments as contemplated by Section 4.03 or from any Holder under Section 4.02(b). The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Indebtedness (or a trustee on behalf of, or agent or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Indebtedness or a trustee or agent or representative on behalf of any such holder. A holder of Senior Indebtedness and any trustee, agent or other representative on behalf of such holder shall be entitled to deliver all notices required by this Section 4.06 or otherwise pursuant to this Article 4 to the address of the Trustee set forth herein unless such holder or the trustee, agent or representative of such holder shall have received actual written notice of a change of address of the Trustee. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 4, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at the Corporate Trust Office of the Trustee in the form of an Officers’ Certificate of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies money or distribution to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Indenture. Notwithstanding the provisions of this Article [__] Article, including, not limited to, Sections 1402, 1403 and 1404 hereof, or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes Securities otherwise required to be made pursuant to the provisions terms of this Article [__]Indenture or the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee written notice thereof from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies cash, property or securities may become payable or distributable for any purpose purposes (including, without limitation, the payment of the principal of, or premium, if any, sinking funds or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same monies, securities or other property received by it for any such payment or distribution to the purpose for which they were received, received and shall not be affected by any notice to the contrary which may be have been received by it within such three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Debt (or a trustee on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under the Article, and, if such evidence is not furnished, the Trustee may defer any payment or distribution to such Person pending judicial determination as to the right of such Person to receive such payment or distribution.

Notice to Trustee. [Quantum Corporation] Each Subsidiary Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] such Subsidiary Guarantor which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Guarantor Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in the form to that effect signed by an Officer of an Officers Certificate) such Subsidiary Guarantor, or a Representative or by a holder or holders of Senior Guarantor Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Seven, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least one Business Day prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, of or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from any Subsidiary Guarantor and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.. Nothing contained in this Section 12.06 shall limit the right of the holders of Senior Guarantor Indebtedness to recover payments as contemplated by Section 12.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Guarantor Indebtedness (or a trustee on behalf of, or other representative of, such

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to Securities or any of the provisions of this Article [__]Senior Subordinated Guarantees. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the -145- 160 Trustee in respect of the Notes pursuant to Securities or any of the provisions of this Article [__]Senior Subordinated Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]601, shall be entitled in all respects to assume that no such facts exist; , provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for nothing in this Section [__].5, then, anything herein contained 1409 shall impair the subordination provisions of this Article Fourteen. Subject to the contrary notwithstandingprovisions of Section 601, the Trustee shall have full power be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or a trustee, representative or agent therefor) to establish that such notice has been given by a holder of Senior Debt (or a trustee, representative or agent therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and authority any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior datepayment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Failure to give such notice to the provisions Trustee shall not affect the subordination of this Article [__] or any other provision of this Indenture, the Securities to Senior Debt. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing to that effect signed by an Officer of the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company, or a Representative or by a holder or holders of Senior Indebtedness Debt or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Seven, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the -------- ------- Trustee shall not fewer than one have received the notice provided for in this Section 8.06 at least three Business Day Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 8.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by Section 8.02 or 8.03. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuers shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at its address set forth in Section 13.2 of any fact known to [Quantum Corporation] the Issuers which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Ten, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] Ten or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing from the Corporate Trust Office Issuers, or from [Quantum Corporation] (in the form a holder of an Officers Certificate) Senior Debt or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before therefor, and, prior to the receipt of any such written notice, the TrusteeTrustee shall be entitled to assume (in the absence of actual knowledge to the contrary) that no such facts exist (provided that, -------- notwithstanding the foregoing, the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section [__] [Duties 10.2 and Responsibilities of Trustee], Section 10.3). The Trustee shall be entitled in all respects to assume rely on the delivery to it of any notice pursuant to this Section 10.7 to establish that no such facts exist; provided that if on notice has been given by a date holder of Senior Debt (or a Representative therefor). If the Trustee shall not fewer than have received, at least one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such moniespurpose, the notice provided for in this Section [__].5Section, then, then anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which may be received by it on with one Business Day prior to such date (provided that, notwithstanding the foregoing, the Holders receiving any -------- payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section 10.2 and Section 10.3). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or after distribution pursuant to this Article Ten, the Trustee may request such prior datePerson to furnish evidence to the reasonable satisfaction of the Trustee as to the amounts of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Ten, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes or any Subsidiary Guarantees pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]or any Subsidiary Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee Representative thereof; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Six, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Article Six, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a Representative of Senior Indebtedness to establish that such notice has been given by a holder of Senior Indebtedness (or after a trustee therefor or other representative thereof). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such prior datePerson to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment or distribution.

Notice to Trustee. [Quantum Corporation] The Issuers shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at its address set forth in Section 13.2 of any fact known to [Quantum Corporation] the Issuers which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Ten, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] Ten or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at in writing from the Corporate Trust Office Issuers, or from [Quantum Corporation] (in the form a holder of an Officers Certificate) Senior Debt or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before therefor, and, prior to the receipt of any such written notice, the TrusteeTrustee shall be entitled to assume (in the absence of actual knowledge to the contrary) that no such facts exist (provided that, notwithstanding the foregoing, the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section [__] [Duties 10.2 and Responsibilities of Trustee], Section 10.3). The Trustee shall be entitled in all respects to assume rely on the delivery to it of any notice pursuant to this Section 10.7 to establish that no such facts exist; provided that if notice has been given by a holder of Senior Debt (or a Representative therefor). If the Trustee shall not have received, at or prior to noon New York time on a date not fewer than one the Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such moniespurpose, the notice provided for in this Section [__].5Section, then, then anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to (but no affirmative obligation to) receive such monies and to apply the same to the purpose for which they were received, received and shall not be affected effected by any notice to the contrary which may be received by it after noon New York time on the Business Day prior to such date (provided that, notwithstanding the foregoing, the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of Section 10.2 and Section 10.3). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or after distribution pursuant to this Article Ten, the Trustee may request such prior datePerson to furnish evidence to the reasonable satisfaction of the Trustee as to the amounts of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Ten, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum (a) Holdings or the Successor Corporation] , as the case may be, shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Holdings or the Successor Corporation] which , as the case may be, that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]10. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Indebtedness or of any other facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum to that effect signed by an Officer of Holdings or the Successor Corporation] (in , as the form of an Officers Certificate) case may be, or a Representative or by a holder or holders of Senior Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions Article 7 of Section [__] [Duties and Responsibilities of Trustee]this Indenture, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 10.6 at least two Business Day Days prior to the date upon which which, by the terms hereof of this Indenture, any such monies may shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such any monies from Holdings or the Successor Corporation, as the case may be, and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior datedate except for an acceleration of the Securities prior to such application. Nothing contained in this Section 10.6 shall limit the right of the holders of Senior Indebtedness to recover payments as contemplated by this Article 10. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Indebtedness or a trustee or representative on behalf of any such holder.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Notes. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Notes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 14.09 at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of and premium, if any (including the Make-Whole Payment, if any), or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within one Business Day prior to such date. Notwithstanding anything in this Article 14 to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Section 13.01, and any such payment shall not be subject to the provisions of Section 14.02 or 14.03. Subject to the provisions of Section 7.01, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a Representative or after a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) to establish that such prior datenotice has been given by a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and if, to any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of Company's knowledge, any payment of monies to or by the Trustee or any paying agent in respect of the Series 6-1/2% Notes pursuant to the provisions of is prohibited by this Article [__]. V. Notwithstanding the provisions of this Article [__] V or any other provision of the Indenture or this First Supplemental Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of that any payment of monies to or by the Trustee in respect of the Series 6-1/2% Notes pursuant to the provisions of is prohibited by this Article [__]V, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities 6.1 of Trustee]the Indenture, shall be entitled in all respects to assume that no such facts existexist that would prohibit any payment in respect of the Series 6-1/2% Notes; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 5.09 at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, including the payment of the principal of, or of (and premium, if any, ) or interest on any Series 6-1/2% Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within two Business Days prior to such date. Subject to the provisions of Section 6.1 of the Indenture, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article V, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article V, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] (a) The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent at its Corporate Trust Office in respect of the Notes pursuant to Securities and the provisions of this Article [__]Guarantees. Notwithstanding the provisions of this Article [__] X or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to Securities and the provisions of this Article [__]Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness and Guarantor Senior Indebtedness, as the case may be, or from-from any trustee thereoftrustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section [__] [Duties and Responsibilities of Trustee]10.9, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the -------- ------- notice provided for in this Section 10.09 at least five Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness and Guarantor Senior Indebtedness, as the case may be, or any trustee, fiduciary or agent therefor, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on within five Business Days prior to date of such application; nor shall the Trustee be charged with knowledge of the curing of any such default or after the elimination of the act or condition preventing any such prior datepayment unless and until the Trustee shall have received an Officers' Certificate to such effect.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]Article. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior and Subordinated Debt or of any default or event of default with respect to any Senior and Subordinated Debt or of any other facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Trustee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its principal Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders agent of a holder of Senior Indebtedness and Subordinated Debt who shall have been certified by the Company or from-otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee under any trustee thereof; indenture pursuant to which Senior and before Subordinated Debt shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article 7, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day at least three business days prior to the date upon which by the terms hereof any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteDebenture) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].5Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes any Securities pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]603, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall have not fewer than one received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of or premium, if any, any premium or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 603, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to Senior Indebtedness. Notwithstanding the provisions of this Article [__] XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 11.4 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date trust officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofamount, interest or premiumsuch other amounts as may be provided for in Section 2.3, if any, or interest on as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].514.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article XIV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIV, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before the receipt of any such written notice, the Trusteetee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]9.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].55.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 5 to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Article 10, and any such payment shall not be subject to the provisions of Article 5. The Trustee, subject to the provisions of Section 9.1, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Indebtedness to establish that such notice has been given by a Representative or a holder of Senior Indebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 5, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 5, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] With respect to subordinated Securities of a series established pursuant to Section 2.01 hereof, the Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant Securities of such series. Failure to give such notice shall not affect the provisions subordination of this Article [__]the Securities to senior indebtedness. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 14.03 from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder of senior indebtedness or holders of Senior Indebtedness or from-from any trustee thereofor agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Responsible Officer of the Trustee shall not fewer than one have received, at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal ofamount, or premiumaccrued original issue discount, if any, redemption price, purchase price, change in control purchase price or interest on interest, if any, as the case may be, in respect of any Note) Security), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section [__].516.02, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Subject to the provisions of Section 7.01, the Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a person representing himself to be a holder of senior indebtedness (or after a trustee or agent on behalf of such prior dateholder) to establish that such notice has been given by a holder of senior indebtedness (or a trustee or agent on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of senior indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of senior indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article, and if such evidence is not furnished, the Trustee may defer any payment which it may be required to make for the benefit of such person pursuant to the terms of this Indenture pending judicial determination as to the rights of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Issuers shall give ----------------- prompt written notice in the form of an Officers' ’ Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Issuers which would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities and any related Guarantee pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Issuers (in the form of an Officers Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity or any payment with respect to a related Guarantee) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] shall give ----------------- prompt written notice in Upon the form occurrence of an Officers' Certificate Event of Default, the Bank's obligation to a Responsible Officer consent to any further Disbursements shall terminate, and the Bank shall, at its option, have the right to notify the Trustee of the Trustee occurrence of such Event of Default and to any paying agent request that the Trustee accelerate the Company Loan and call all Bonds for redemption in accordance with Section 802 of the Indenture. Upon the occurrence of any fact known Event of Default, whether or not the Bank notifies the Trustee of such Event of Default and whether or not the Trustee draws upon the Letter of Credit to [Quantum Corporation] redeem the Bonds as a result thereof, (a) the Bank shall have the option to declare (i) all sums then owing to the Bank hereunder or under any of the other L/C Documents, plus (ii) a sum equal to the then Stated Amount of the Letter of Credit (which would prohibit sum, upon receipt thereof by the making Bank, shall be held by the Bank as collateral security for the reimbursement of any drawings under the Letter of Credit and the payment of monies to any other amounts due and payable hereunder or under any of the other L/C Documents and as collateral security for the Trustee for the benefit of the Bondholders for the repayment by the Trustee or any paying agent in respect Company of principal and interest on the Notes pursuant Bonds), immediately due and payable by the Company to the provisions Bank, without presentment, demand, protest, or notice of this Article [__]. Notwithstanding any kind; provided that upon the provisions occurrence of this Article [__] any Event of Default described in Subsection 8.12 or any other provision of this IndentureSubsection 8.13, the Trustee above-described sums shall not be charged with knowledge of automatically become immediately due and payable without the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before the receipt necessity of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which declaration by the terms hereof any such monies may become payable for any purpose Bank; and (b) the Bank shall have all the rights and remedies provided herein and in the other Related Documents, including, without limitation, the payment of the principal of, or premium, if any, or interest on right to enforce any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in Liens granted under this Section [__].5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were receivedAgreement, and shall not be affected by any notice to the contrary which may be received by it on or after such prior dateBank Security Documents.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies payments to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftrustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]603, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 1109 at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or of (and premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within three Business Days prior to such date. Nothing in this Section 1109 shall limit the right of the holders of Senior Indebtedness to recover payments as contemplated by Section 1102 and 1103. Subject to the provisions of Section 603, the Trustee shall be entitled to rely on or after such prior date.the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or

Notice to Trustee. [Quantum Corporation] (a) The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant Securities, and, subject to the provisions of this Article [__]Section 8.01, shall be entitled to assume that no event of default or prohibition specified in Section 11.02 has happened, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office Company to that effect, or notice in writing signed by or on behalf of a holder of Senior Debt or from [Quantum Corporation] (in the form of an Officers Certificate) or a Senior Representative or a holder any trustee, fiduciary or holders of Senior Indebtedness or from-any trustee thereofagent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if the Trustee shall not have received the notice provided for in this Section by Noon, Eastern Time, on a date not fewer than one the third Business Day prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Debt, a Senior Representative or any trustee, fiduciary or agent thereof, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after such prior date; nor shall the Trustee be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Trustee shall have received an Officer’s Certificate to such effect.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]Securities. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], Securities unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) Company or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and before Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to in the provisions absence of Section [__] [Duties and Responsibilities of Trustee]its negligence, willful misconduct or bad faith, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section 13.09 at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any (including the Make-Whole Payment, if any), or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it within one Business Day prior to such date. Notwithstanding anything in this Article XIII to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Section 4.01, and any such payment shall not be subject to the provisions of Section 13.02 or 13.03. In the absence of the Trustee's negligence, willful misconduct or bad faith, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a Representative or after a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) to establish that such prior datenotice has been given by a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Guarantor which would prohibit the making of any payment of monies deposited by the Guarantor to or by the Trustee or any paying agent Paying Agent in respect of the Notes Guarantee pursuant to the provisions of this Article [__]Fourteen. Notwithstanding the provisions of this Article [__] Fourteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies deposited by the Guarantor to or by the Trustee in respect of the Notes Guarantee pursuant to the provisions of this Article [__]Fourteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Guarantor (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness of the Guarantor or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity pursuant to the Guarantee) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].514.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent at the Corporate Trust Office of the Trustee in the form of an Officer’s Certificate of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies money or distribution to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Indenture. Notwithstanding the provisions of this Article [__] Article, including, not limited to, Sections 1602, 1603 and 1604 hereof, or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies or distribution to or by the Trustee in respect of the Notes Securities otherwise required to be made pursuant to the provisions terms of this Article [__]Indenture or the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee written notice thereof from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee], Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies cash, property or securities may become payable or distributable for any purpose purposes (including, without limitation, the payment of the principal of, or premium, if any, sinking funds or interest on any Note) the Trustee shall not have receivedand Additional Amounts, if any, with respect to such moniesto, the notice provided for in this Section [__].5any Security), then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same monies, securities or other property received by it for any such payment or distribution to the purpose for which they were received, received and shall not be affected by any notice to the contrary which may be have been received by it within such three Business Days prior to such date. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee on behalf of such prior dateholder) to establish that such notice has been given by a holder of Senior Debt (or a trustee on behalf of any such holder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under the Article, and, if such evidence is not furnished, the Trustee may defer any payment or distribution to such Person pending judicial determination as to the right of such Person to receive such payment or distribution.

Notice to Trustee. [Quantum Corporation] The Company shall give written notice to ----------------- the Trustee of the issuance of any Designated Senior Indebtedness. In addition, the Company shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]IV. Notwithstanding the provisions of this Article [__] IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]IV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-from any trustee thereofthereof who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or trustee; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least -------- two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) ), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section [__].54.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a redemption of Notes if (i) notice of such redemption has been given pursuant to Article III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than (60) days before the redemption date, (b) any payment by the Company or the Trustee to the Noteholders of amounts in connection with a repurchase of Notes if (i) notice of such repurchase has been given pursuant to Article XVI prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of repurchase is given not earlier than forty (40) days before the repurchase date, or (c) any payment by the Trustee to the Noteholders of monies deposited with it pursuant to Section 13.1. The Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article IV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such person under this Article IV, and if such evidence is not furnished the Trustee may defer any payment to such person pending judicial determination as to the right of such person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Officer's Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]4. Notwithstanding the provisions of this Article [__] 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Debentures pursuant to the provisions of this Article [__]4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers 37 Officer's Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; and Senior Subordinated Indebtedness, and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]9.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date not fewer less than one two (2) Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest Interest on any NoteDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].54.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary, nothing shall prevent any payment by the Trustee to the Debentureholders of monies deposited with it pursuant to Section 14.01, if a Responsible Officer of the Trustee shall not have received written notice at the Corporate Trust Office on or before two (2) Business Days prior to the date such payment is due that such payment is not permitted under Section 4.01 or Section 4.02. The Trustee, subject to the provisions of Section 9.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior and Senior Subordinated Indebtedness (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior and Senior Subordinated Indebtedness or a trustee on behalf of any such holder or holders. The Trustee shall not be required to make any payment or distribution to or on behalf of a holder of Senior and Senior Subordinated Indebtedness pursuant to this Article 4 unless it has received satisfactory evidence as to the amount of Senior and Senior Subordinated Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4.

Notice to Trustee. [Quantum Corporation] Each Subsidiary Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which such Subsidiary Guarantor that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities or this Guaranty pursuant to the provisions of this Article [__], IV. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in the form to that effect signed by an Officer of an Officers Certificate) such Subsidiary Guarantor, or a Representative or by a holder or holders of Senior Indebtedness Debt or from-any trustee or agent thereof; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to Article VI of the provisions of Section [__] [Duties and Responsibilities of Trustee]Original Indenture, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premiumthat, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, received the notice provided for in this Section [__].54.7 at least two Business Days prior to the date upon which, by the terms of the Indenture, any monies shall become payable for any purpose, then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive any monies from such monies Subsidiary Guarantor and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior datedate except for an acceleration of the Guaranteed Obligations prior to such application. Nothing contained in this Section 4.7 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article IV. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]5. Notwithstanding the provisions of this Article [__] 5 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]5, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereofIndebtedness; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]9.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one -------- Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].55.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 5 to the contrary, nothing shall prevent any payment by the Trustee to the Holders of monies deposited with it pursuant to Article 13, and any such payment shall not be subject to the provisions of Article 5. The Trustee, subject to the provisions of Section 9.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Indebtedness to establish that such notice has been given by a Representative or a holder of Senior Indebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 5, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 5, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee or any paying agent Paying Agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen. Notwithstanding the provisions of this Article [__] Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies deposited by the Company to or by the Trustee in respect of the Notes Securities pursuant to the provisions of this Article [__]Thirteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers' Certificate) or a Representative of Senior Indebtedness or of a holder or holders of Senior Indebtedness of the Company or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any NoteSecurity) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].513.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies deposited by the Company and to apply the same to the purpose for which they were received, 103 113 and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Issuer shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Issuer which would prohibit the making of any payment of monies moneys to or by the Trustee or any paying agent in respect of the Notes Securities pursuant to the provisions of this Article [__]Article. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article [__] or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Debt or of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment of monies moneys to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Securities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an officer of the form of an Officers Certificate) Issuer, or a Representative or by a holder or holders agent of a holder of Senior Indebtedness Debt who shall have been certified by the Issuer or from-otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee under any trustee thereof; and before indenture pursuant to which Senior Debt shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties Sections 5.01 and Responsibilities of Trustee]5.02, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than one at least two Business Day Days prior to the date upon which by the terms hereof any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, of or interest on any NoteSecurity) the Trustee shall not have received, received with respect to such monies, moneys the notice provided for in this Section [__].5Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Issuer or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article 11 prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 9.01. The Trustee shall be entitled to rely on the delivery to it of a written notice by a person representing himself to be a holder of Senior Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Debt or a trustee on behalf of any such Holder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] (a) The Issuers shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Issuers which would prohibit the making of any payment of monies to or by the Trustee or any paying agent at its Corporate Trust Office in respect of the Notes pursuant to the provisions of this Article [__]Notes. Notwithstanding the provisions of this Article [__] 11 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]Notes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Issuers or a holder of Indebtedness under the Senior Credit Facility or holders of Senior Indebtedness from any trustee, fiduciary or from-any trustee thereofagent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section [__] [Duties and Responsibilities of Trustee]11.09, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the -------- ------- notice provided for in this Section 11.09 in accordance with Section 12.02 at least two Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal Accreted Value of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Indebtedness under the Senior Credit Facility or any trustee, fiduciary or agent therefor, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice in accordance with Section 12.02 to the contrary which may be received by it on within two Business Days prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such default or after the elimination of the act or condition preventing any such prior datepayment unless and until the Trustee shall have received an Officers' Certificate to such effect.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]4. Unless the Trustee has failed to give notice of its change of address pursuant to Section 17.03 hereof, the Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in to that effect signed by an Officer of the form of an Officers Certificate) Company, or a Representative or by a holder or holders of Senior Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the Trustee, Trustee subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article 9 shall, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section 4.06 at least one Business Day prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Nothing contained in this Section 4.06 shall limit the right of the holders of Senior Indebtedness to recover payments as contemplated by Section 4.03 or from any holder under Section 4.02(b). The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Indebtedness (or a trustee on behalf of, or agent or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Indebtedness or a trustee or agent or representative on behalf of any such holder. A holder of Senior Indebtedness and any trustee, agent or other representative on behalf of such holder shall be entitled to deliver all notices required by this Section 4.06 or otherwise pursuant to this Article 4 to the address of the Trustee set forth herein unless such holder or the trustee, agent or representative of such holder shall have received actual written notice of a change of address of the Trustee. In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article 4, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' ’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Debentures pursuant to the provisions of this Article [__]4. Notwithstanding the provisions of this Article [__] 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes Debentures pursuant to the provisions of this Article [__]4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from-any trustee thereof; Debt, and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.01, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date not fewer less than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest (including Liquidated Damages, if any) on any NoteDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].54.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary, nothing shall prevent any payment by the Trustee to the Debentureholders of monies deposited with it pursuant to Section 13.01, if a Responsible Officer of the Trustee shall not have received written notice at the Corporate Trust Office on or before one Business Day prior to the date such payment is due that such payment is not permitted under Section 4.01 or 4.02. The Trustee, subject to the provisions of Section 8.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a person representing himself to be a holder of Senior Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Debt or a trustee on behalf of any such holder or holders. The Trustee shall not be required to make any payment or distribution to or on behalf of a holder of Senior Debt pursuant to this Article 4 unless it has received satisfactory evidence as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 4.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes any Securities pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities pursuant to the provisions of this Article [__]Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]602, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall have not fewer than one Business Day received the notice provided for in this Section at least two business days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of or premium, if any, any premium or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and shall not be affected by any notice to the contrary which that may be received by it within two Business Days prior to such date. Subject to the provisions of Section 602, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Indebtedness (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Officer’s Certificate to a Responsible Officer of the Trustee and to any paying agent Paying Agent of (i) any designation of Credit Facility Indebtedness (or change thereof) after the date hereof and (ii) any fact known to [Quantum Corporation] which the Company that would prohibit the making of any payment of monies to or by the Trustee or any paying agent Paying Agent in respect of the Notes pursuant to the provisions of this Article [__]13. Notwithstanding the provisions of this Article [__] 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the applicable Corporate Trust Office from [Quantum Corporation] the Company (in the form of an Officers Officer’s Certificate) or a Representative or a holder or holders of Senior Credit Facility Indebtedness or from-from any trustee thereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]7.01, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer than one Business Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, of or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on such date. The Trustee, subject to the provisions of Section 7.01, shall be entitled to conclusively rely on the delivery to it of a written notice by a Representative or after a Person representing himself to be a holder of Credit Facility Indebtedness (or a trustee on behalf of such prior dateholder) to establish that such notice has been given by a Representative or a holder of Credit Facility Indebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Credit Facility Indebtedness to participate in any payment or distribution pursuant to this Article 13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Credit Facility Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article 13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Guarantor which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes pursuant to the provisions of this Article [__]XVII. Notwithstanding the provisions of this Article [__] XVII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__]XVII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from [Quantum Corporation] the Guarantor (in the form of an Officers Officers' Certificate) or a Representative or a holder or holders of Guarantor Senior Indebtedness or from-from any trustee thereof; , and before the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]8.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than one two Business Day Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, or interest (Including Liquidated Damages, if any) on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].517.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same moneys received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.

Notice to Trustee. [Quantum Corporation] The Company shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securities of any series pursuant to the provisions of this Article [__]XIII. Notwithstanding the provisions of this Article [__] XIII or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes any Securities of any series pursuant to the provisions of this Article [__]XIII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from the Corporate Trust Office from [Quantum Corporation] (in the form of an Officers Certificate) or a Representative Company or a holder or holders of Senior Indebtedness Debt or from-from any trustee thereoftherefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]6.04, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least three Business Day Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Securities of any series), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies moneys and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary which that may be received by it within three Business Days prior to such date. Subject to the provisions of Section 6.04, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Debt (or after a trustee therefor) to establish that such prior datenotice has been given by a holder of Senior Debt (or a trustee therefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment of distribution pursuant to this Article XIII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIII, and if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. [Quantum Corporation] The Company and each Guarantor shall give ----------------- prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to [Quantum Corporation] the Company or such Guarantor which would prohibit pro- hibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Notes Securi- ties pursuant to the provisions of this Article [__]Article. Notwithstanding the provisions of this Article [__] or any other provision of this Indenture, the The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Guarantor Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Notes pursuant to the provisions of this Article [__], unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office from [Quantum Corporation] (in Of- fice to that effect signed by an Officer of the form of an Officers Certificate) Company or a Representative such Guarantor, or by a holder or holders of Guarantor Senior Indebtedness or from-any trustee thereofor agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section [__] [Duties and Responsibilities of Trustee]Article Seven, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than one have received the notice provided for in this Section at least two Business Day Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, or premium, if any, of or interest or Additional Interest on any Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section [__].5Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from any Guarantor and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date.. Nothing contained in this Section 12.06 shall limit the right of the holders of Guarantor Senior Indebtedness to re- cover payments as contemplated by Section 12.03. The Trustee shall be entitled to rely 102