Definition of ArcLight Subordinated Notes

ArcLight Subordinated Notes means (a) the Third Amended and Restated Subordinated Promissory Note, dated September 29, 2005, issued by Trout to ArcLight, in a principal amount of $83,035,646.69 and (b) the Subordinated Promissory Note dated July 3, 2003 in a principal amount of $14,092,437.00 issued by Trout II in favor of ArcLight.