Common use of Satisfaction of Sinking Fund Payments with Securities Clause in Contracts

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Except as otherwise specifically contemplated by Section 301 for Securities of such series, the Company may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Securities of a series, (a) may deliver to the Trustee Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to the Securities of such seriesSecurities; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or Outstanding Securities purchased by the Company, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been converted pursuant to Article Twelve or Securities of a series which have been acquired or redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or otherwise, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver Issuer may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company Issuer pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesIssuer; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to outstanding Securities of a series with the Trustee Outstanding Securities same issue date, interest rate and Stated Maturity (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such a series or Tranche with the same issue date, interest rate and Stated Maturity which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such any mandatory sinking fund payment with respect to the Securities of such seriesseries with the same issue date, interest rate and Stated Maturity; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, PROVIDED that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (ai) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (bii) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities, as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities of a series with the same issue date, interest rate and Stated Maturity (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made ), and (b) may apply as a credit Securities of such a series or Tranche with the same issue date, interest rate and Stated Maturity which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such any mandatory sinking fund payment with respect to the Securities of such seriesseries with the same issue date, interest rate and Stated Maturity; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been (1) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or (2) repurchased by the Company in the open market, by tender offer or otherwise, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either whether at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any Securities previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been (i) previously cancelled pursuant to Section 3.9 or delivered for cancellation or (ii) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment any Mandatory Sinking Fund Payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited at the principal amount for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Except as otherwise specifically contemplated by Section 301 for Securities of such series, the Company may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Securities of a series, (a1) may deliver Outstanding Securities to the Trustee Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to the Securities of such seriesSecurities; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been are to be redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (ai) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) together, in the case of a series or Tranche in respect Bearer Securities of which a mandatory sinking fund payment is to be made such series, with all unmatured coupons appertaining thereto and (bii) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, PROVIDED that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund payment with respect to the Trustee Securities of a Series, (1) deliver Outstanding Securities of such Series (other than any previously called for redemption) together in the case of a series or Tranche in respect any Bearer Securities of which a mandatory sinking fund payment is to be made such Series with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche Series which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series with the same issue date, interest rate and Stated Maturity (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made ), and (b2) may apply as a credit Securities of such a series or Tranche with the same issue date, interest rate and Stated Maturity which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case case, in satisfaction of all or any part of such any mandatory sinking fund payment with respect to the Securities of such seriesseries with the same issue date, interest rate and Stated Maturity; provided, however, PROVIDED that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company or the Guarantor (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either earlier at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities or through the application of permitted option sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, howeverPROVIDED, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company NiSource Finance (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company NiSource Finance pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series together in the case of any Bearer Securities, with all unmatured coupons appertaining thereto (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made ), and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such any mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction series required to by made pursuant to the terms of a mandatory sinking fund payment if such Securities shall as provided for by the terms of such Securities: provided that such Securities have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so applied-------- credited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (ai) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto and (bii) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. -------- Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver may, in satisfaction of all or any part of any mandatory sinking fund with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all matured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesCompany; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any Securities previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been (i) previously cancelled pursuant to Section 3.9 above or delivered for cancellation or (ii) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment any Mandatory Sinking Fund Payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited at the principal amount for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company PEC (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company PEC pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, howeverPROVIDED, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company may (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption), and (2) receive credit for Securities of a series which have been previously delivered to the Trustee by the Company or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit for Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of the same series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall will be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall will be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any Securities previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been (i) previously cancelled pursuant to Section 309 or delivered for cancellation or (ii) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment any Mandatory Sinking Fund Payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited at the principal amount for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company PEC (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company PEC pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series with the same issue date, interest rate and Stated Maturity (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made ), and (b2) may apply as a credit Securities of such a series or Tranche with the same issue date, interest rate and Stated Maturity which have been redeemed either at the election of the Company 42 pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case case, in satisfaction of all or any part of such any mandatory sinking fund payment with respect to the Securities of such seriesseries with the same issue date, interest rate and Stated Maturity; provided, however, PROVIDED that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (ai) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) together, in the case of a series or Tranche in respect Bearer Securities of which a mandatory sinking fund payment is to be made such series, with all unmatured coupons appertaining thereto and (bii) may apply as a 77 credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, PROVIDED that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or Outstanding Securities purchased by the Company, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been converted pursuant to Article Twelve or Securities of a series which have been acquired or redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or otherwise, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not 78 been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company and the Guarantor (a1) may deliver to the Trustee Outstanding Securities of a tranche (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such series a tranche which have been converted in accordance with their terms or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the any Securities of such series; provided, however, that no Securities shall tranche required to be applied in satisfaction made pursuant to the terms of a mandatory sinking fund payment if such Securities shall as and to the extent provided for by the terms of such Securities; provided that the Securities to be so credited have not been previously so appliedcredited. The Securities to be so applied credited shall be received and credited for such purpose by the Trustee at the Redemption Price Price, as specified in the Securities so to be redeemed (or at such other prices as may be specified for such Securities as contemplated in Section 301), for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Paying Agent or Agents Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee Paying Agent or Agents at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company Issuers (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company Issuers pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee for such Securities at the Redemption Price specified in such Securities for redemption through operation of the sinking fund principal amount thereof and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been converted pursuant to Article Twelve or Securities of a series which have been acquired or redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or otherwise, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such - 71 - 82 series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or Outstanding Securities purchased by the Company, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company Issuer (a1) may deliver to the Trustee Outstanding Securities of a series (other than any Securities previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b2) may apply as a credit Securities of such a series or Tranche which have been (i) previously canceled pursuant to Section 3.09 or delivered for cancellation or (ii) redeemed either at the election of the Company Issuer pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment any Mandatory Sinking Fund Payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited at the principal amount for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.. -98- 107

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called of redemption), together in the case for redemption) any Bearer Securities of a such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been (i) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such SecuritiesSecurities or (ii) purchased by the Company in the open market, by tender offer or otherwise, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company or the Guarantor (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee for such Securities at the Redemption Price specified in such Securities for redemption through operation of the sinking fund principal amount thereof and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; providedPROVIDED, howeverHOWEVER, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Paying Agent or Agents Outstanding Securities (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such seriespayment; providedPROVIDED, howeverHOWEVER, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee Paying Agent or Agents at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a1) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) ), together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all unmatured coupons appertaining thereto, and (b2) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee Security Registrar at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Unless the form or terms of any series of Securities shall provide otherwise, the Company (a) may deliver to the Trustee Outstanding Securities of a series (other than any previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made [and (b) may apply as a credit Securities of such a series or Tranche which have been redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case case] in satisfaction of all or any part of such mandatory any sinking fund payment with respect to the any Securities of such seriesseries required to be made pursuant to the terms of such Securities as provided for by the terms of such Securities; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company may, at its option, in satisfaction of all or any part of a Mandatory Sinking Fund Payment with respect to a series of Securities, or a Tranche thereof, (a) may deliver to the Trustee Outstanding Securities (other than any Securities previously called for redemption) of a such series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such series or Tranche which have been redeemed redeemed, either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment with respect to the Securities of such series; provided, however, that no Securities shall be applied in satisfaction of a mandatory sinking fund payment Mandatory Sinking Fund Payment if such Securities shall have been previously so applied. Securities so applied shall be received and credited for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver to the Trustee Outstanding Securities of a series (other than any Securities previously called for redemption) of a series or Tranche in respect of which a mandatory sinking fund payment is to be made and (b) may apply as a credit Securities of such a series or Tranche which have been (i) previously cancelled pursuant to Section 3.09 or delivered for cancellation or (ii) redeemed either at the election of the Company pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of such mandatory sinking fund payment any Mandatory Sinking Fund Payment with respect to the Securities of such series required to be made pursuant to the terms of such Securities as provided for by the terms of such series; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall have not been previously so appliedcredited. Such Securities so applied shall be received and credited at the principal amount for such purpose by the Trustee at the Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment Mandatory Sinking Fund Payment shall be reduced accordingly.

Satisfaction of Sinking Fund Payments with Securities. The Company (a) may deliver Trust may, in satisfaction of all or any part of any mandatory sinking fund with respect to the Trustee Securities of a series, (1) deliver Outstanding Securities of such series (other than any previously called for redemption) together in the case of a any Bearer Securities of such series or Tranche in respect of which a mandatory sinking fund payment is to be made with all matured coupons appertaining thereto and (b2) may apply as a credit Securities of such series or Tranche which have been redeemed either at the election of the Company Trust pursuant to the terms of such Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part as provided for by the terms of such mandatory sinking fund payment with respect to Securities, or which have otherwise been acquired by the Securities of such seriesTrust; provided, however, provided that no Securities shall be applied in satisfaction of a mandatory sinking fund payment if such Securities shall so delivered or applied as a credit have not been previously so appliedcredited. Such Securities so applied shall be received and credited for such purpose by the Trustee at the applicable Redemption Price specified in such Securities for redemption through operation of the sinking fund and the amount of such mandatory sinking fund payment shall be reduced accordingly.