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

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, it shall be necessary or prudent in order to conform to any law of any jurisdiction in which property shall be held subject to the Lien of this Indenture, the Ship Mortgage and the U.K. Security Assignment, the Indenture Trustee shall be advised by counsel that it is so necessary or prudent in the interest of the Holders, or a Majority in Interest of Holders of Notes in writing shall so request the Indenture Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust shall execute and deliver all instruments and agreements necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved by the Indenture Trustee and the Owner Trust, either to act as co-trustee or co-trustees of all or any portion of the Indenture Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or trustees of all or any such portion of the Indenture Estate in each case with such rights, powers, duties and obligations as may be provided in such supplemental indenture or such instrument of appointment as the Indenture Trustee or a Majority in Interest of Holders of Notes may deem necessary or advisable, or (ii) to clarify, add to or subtract from the rights, powers, duties and obligations theretofore granted any such additional or separate trustee, subject in each case to the remaining provisions of this Section 8.

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, it It is the purpose of this Indenture that there shall be necessary or prudent in order to conform to no violation of any law of any jurisdiction (including particularly the law of the State of New York) denying or restricting the right of banking corporations or associations to transact business as trustee in which property shall be held subject to the Lien such jurisdiction. It is recognized that in case of litigation under this Indenture, and in particular in case of the Ship Mortgage and enforcement thereof on the U.K. Security Assignmentoccurrence of a Default or Event of Default, or in case the Trustee deems that by reason of any present or future law of any jurisdiction it may not exercise any of the powers, rights or remedies herein or therein granted to the Trustee or hold title to the properties, in trust, as herein Granted, or take any other action which may be desirable or necessary in connection therewith, the Trustee may appoint, with notice to the Bondholders, an additional individual or institution as a separate or Co-Trustee, in which event each and every remedy, power, right, claim, demand, cause of action, immunity, estate, title, interest and lien expressed or intended by this Indenture to be exercised by or vested in or conveyed to the Trustee with respect thereto shall be exercisable by and vest in such separate or Co-Trustee, and every covenant and obligation necessary to the exercise thereof by such separate or Co-Trustee shall run to and be advised enforceable by counsel that it is so necessary either of them. (b) Should any deed, conveyance or prudent in the interest of the Holders, or a Majority in Interest of Holders of Notes instrument in writing shall so request from the Indenture Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust shall execute and deliver all instruments and agreements necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved Issuer be required by the Indenture separate or Co-Trustee so appointed by the Trustee for more fully and the Owner Trustcertainly vesting in and confirming to him or it such properties, either to act as co-trustee or co-trustees of all or any portion of the Indenture Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or trustees of all or any such portion of the Indenture Estate in each case with such rights, powers, trusts, duties and obligations as may obligations, any and all such deeds, conveyances and instruments in writing shall, on request, be provided in such supplemental indenture executed, acknowledged and delivered by the Issuer. In case any separate or such instrument of appointment as the Indenture Trustee Co-Trustee, or a Majority in Interest successor to either, shall die, become incapable of Holders of Notes may deem necessary acting, resign or advisablebe removed, or (ii) to clarifyall the estates, add to or subtract from the properties, rights, powers, trusts, duties and obligations theretofore granted any of such additional separate or Co-Trustee, so far as permitted by law, shall vest in and be exercised by the Trustee until the appointment of a new Co-Trustee or successor to such separate trusteeor Co-Trustee. Any Co-Trustee previously appointed by the Trustee pursuant to this Section 13.14 may be removed by the Trustee, subject in each case or by the Bondholders to the remaining provisions same extent they may remove the Trustee pursuant to Section 13.10, in which case all powers, rights and remedies vested in the Co-Trustee shall again vest in the Trustee as if no such appointment of this Section 8a Co-Trustee had been made.

Co-Trustees and Separate Trustees. (a) IfNotwithstanding any other provisions of this Indenture, at any --------------------------------- timetime or times, it for the purpose of meeting the legal requirements of any jurisdiction, the Issuer and the Trustee shall have the power to appoint one or more Persons to act as co-trustee, jointly with the Trustee, or to act as separate trustees, in either case with such powers as may be provided in the instrument of appointment, and to vest in such Person or Persons in the capacity aforesaid, any property, title, right or power deemed necessary or desirable, subject to the other provisions of this Section 7.13. No co-trustee or separate trustee hereunder shall be necessary required to meet the terms of eligibility as a successor trustee under Section 7.10 except as may be required under applicable law and no notice to Holders of the appointment of any co-trustee or prudent separate trustee shall be required under Section 7.8. (b) Every co-trustee or separate trustee shall, to the extent permitted by law, but to such extent only, be appointed subject to the following terms, namely: (i) The Notes shall be authenticated and delivered, and all rights, powers, duties and obligations hereunder in order respect of the custody of securities, cash and other personal property held by, or required to conform be deposited or pledged with, the Trustee (in the case of the Dollar Notes) or with the Common Depositary (in the case of the Euro Notes) hereunder, shall be exercised solely, by the Trustee (in the case of the Dollar Notes) or the Common Depositary (in the case of the Euro Notes). (ii) The rights, powers, duties and obligations hereby conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee or by the Trustee and such co-trustee or separate trustee, jointly as shall be provided in the instrument appointing such co-trustee or separate trustee, except to the extent that under any law of any jurisdiction in which property shall any particular act is to be held subject to the Lien of this Indentureperformed, the Ship Mortgage and the U.K. Security Assignment, the Indenture Trustee shall be advised by counsel that it is so necessary incompetent or prudent unqualified to perform such act, in the interest of the Holders, or a Majority in Interest of Holders of Notes in writing shall so request the Indenture Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust shall execute and deliver all instruments and agreements necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved by the Indenture Trustee and the Owner Trust, either to act as co-trustee or co-trustees of all or any portion of the Indenture Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or trustees of all or any such portion of the Indenture Estate in each case with which event such rights, powers, duties and obligations as may shall be provided in exercised and performed by such supplemental indenture or such instrument of appointment as the Indenture Trustee or a Majority in Interest of Holders of Notes may deem necessary or advisable, or (ii) to clarify, add to or subtract from the rights, powers, duties and obligations theretofore granted any such additional co-trustee or separate trustee. (iii) The Trustee at any time, subject by an instrument in each case to writing executed by it, with the remaining provisions concurrence of the Issuer, may accept the resignation of or remove any co-trustee or separate trustee appointed under this Section 87.13, and, in case an Event of Default has occurred and is continuing, the Trustee shall have power to accept the resignation of, or remove, any such co-trustee or separate trustee without the concurrence of the Issuer. Upon the written request of the Trustee, the Issuer shall join with the Trustee in the execution, delivery and performance of all instruments and agreements necessary or proper to effectuate such resignation or removal. A successor to any co-trustee or separate trustee so resigned or removed may be appointed in the manner provided in this Section 7.13.

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, Whenever the Trustee or a Majority in Interest of Owner Participants shall deem it shall be necessary or prudent in order either to conform to any law of any jurisdiction in which property all or any part of the Trust Estate shall be held subject situated or to make any claim or bring any suit with respect to the Lien Trust Estate or the Operative Documents, or either the Trustee or a Majority in Interest of this Indenture, the Ship Mortgage and the U.K. Security Assignment, the Indenture Trustee Owner Participants shall be advised by counsel satisfactory to it that it is so necessary or prudent in prudent, the interest of the Holders, or Trustee and a Majority in Interest of Holders of Notes in writing shall so request the Indenture Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust Participants shall execute and deliver an agreement supplemental hereto and all other instruments and agreements agreements, and shall take all other action, necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved by the Indenture Trustee persons (and the Owner Trust, Trustee may appoint one or more of its officers)(any and all of which shall be a "citizen of the United States" as defined in Section 101(16) of the Act) either to act as co-trustee or co-trustees jointly with the Trustee of all or any portion part of the Indenture Trust Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or separate trustees of all or any such portion part of the Indenture Trust Estate, and to vest in such persons, in such capacity, such title to the Trust Estate in each case with or any part thereof, and such rights, powers, rights or duties and obligations as may be provided in necessary or desirable, all for such supplemental indenture or period and under such instrument of appointment terms and conditions as are satisfactory to the Indenture Trustee or and a Majority in Interest of Holders of Notes may deem necessary or advisable, or (ii) to clarify, add to or subtract from the rights, powers, duties and obligations theretofore granted Owner Participants. In case any such additional co-trustee or separate trustee, subject in each case to the remaining provisions of this Section 8.trustee shall

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, time it shall be necessary or prudent in order to conform to any law of any jurisdiction in which property shall be held subject to the Lien of this Indenture, the Ship Mortgage and the U.K. Security Assignment, the Indenture Trustee shall be advised by counsel that it is so necessary or prudent in the interest of the Holders, or a Majority in Interest of Holders of Notes in writing shall so request the Indenture Trustee and the Owner TrustTrustee, the Indenture Trustee and the Owner Trust Trustee shall execute and deliver all instruments and agreements necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved by the Lessee, the Indenture Trustee and the Owner TrustTrustee, either to act as co-trustee or co-trustees of all or any portion of the Indenture Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or trustees of all or any such portion of the Indenture Estate in each case with such rights, powers, duties and obligations as may be provided in such supplemental indenture or such instrument of appointment as the Indenture Trustee or a Majority in Interest of Holders of Notes may deem necessary or advisable, or (ii) to clarify, add to or subtract from the rights, powers, duties and obligations theretofore granted any such additional or separate trustee, subject in each case to the remaining provisions of this Section 8.

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, Whenever the Owner Trustee or the Majority Holders shall reasonably deem it shall be necessary or prudent in order either (a) to conform to any law of any jurisdiction in which property all or any part of the Trust Estate shall be held situated or to which it may be subject or to make any claim or bring any suit with respect to the Lien of this IndentureTrust Estate or any Operative Agreement, the Ship Mortgage and the U.K. Security Assignment, the Indenture Trustee (b) shall be advised by counsel satisfactory to it that it is so necessary or prudent in the interest of the Holdersprudent, or a (c) the Owner Trustee shall have been directed to do so by the Majority in Interest of Holders of Notes in writing shall so request and the Indenture Agent, the Owner Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust Holders shall execute and deliver an agreement supplemental hereto and all other instruments and agreements agreements, and shall take all other action, necessary or proper either (i) to constitute another bank or trust company or one (1) or more Persons approved by who need not meet the Indenture Trustee requirements of Section 9.1(c) (and the Owner Trust, Trustee may appoint one (1) or more of its officers) either to act as co-trustee or co-trustees (the "Co-Owner Trustee"), jointly with the Owner Trustee, of all or any portion part of the Indenture Trust Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or separate trustees of all or any such portion part of the Indenture Trust Estate, and to vest in such Persons, in such capacity, such title to the Trust Estate in each case with or any part thereof and such rights, powers, rights or duties and obligations as may be provided in such supplemental indenture or such instrument of appointment as the Indenture Trustee or a Majority in Interest of Holders of Notes may deem necessary or advisabledesirable, or (ii) to clarify, add to or subtract from the rights, powers, duties all for such period and obligations theretofore granted any under such additional or separate trustee, subject in each case terms and conditions as are satisfactory to the remaining provisions of this Section 8.Owner Trustee and the Holders. In accordance with the foregoing:

Co-Trustees and Separate Trustees. (a) If, at any --------------------------------- time, it It is the purpose of this Indenture that there shall be necessary or prudent in order to conform to no violation of any law of any jurisdiction (including particularly the law of the State of New York) denying or restricting the right of banking corporations or associations to transact business as trustee in which property shall be held subject to the Lien such jurisdiction. It is recognized that in case of litigation under this Indenture, and in particular in case of the Ship Mortgage and enforcement thereof on the U.K. Security Assignmentoccurrence of a Default or Event of Default, or in case the Trustee deems that by reason of any present or future law of any jurisdiction it may not exercise any of the powers, rights or remedies herein or therein granted to the Trustee or hold title to the properties, in trust, as herein Granted, or take any other action which may be desirable or necessary in connection therewith, the Trustee may appoint, with notice to the Bondholders, an additional individual or institution as a separate or Co-Trustee, in which event each and every remedy, power, right, claim, demand, cause of action, immunity, estate, title, interest and lien expressed or intended by this Indenture to be exercised by or vested in or conveyed to the Trustee with respect thereto shall be exercisable by and vest in such separate or Co-Trustee, and every covenant arid obligation necessary to the exercise thereof by such separate or Co-Trustee shall run to and be advised enforceable by counsel that it is so necessary either of them. (b) Should any deed, conveyance or prudent in the interest of the Holders, or a Majority in Interest of Holders of Notes instrument in writing shall so request from the Indenture Trustee and the Owner Trust, the Indenture Trustee and the Owner Trust shall execute and deliver all instruments and agreements necessary or proper either (i) to constitute another bank or trust company or one or more Persons approved Issuer be required by the Indenture separate or Co-Trustee so appointed by the Trustee for more fully and the Owner Trustcertainly vesting in and confirming to him or it such properties, either to act as co-trustee or co-trustees of all or any portion of the Indenture Estate, jointly with the Indenture Trustee originally named herein or any successor or successors, or to act as separate trustee or trustees of all or any such portion of the Indenture Estate in each case with such rights, powers, trusts, duties and obligations as may obligations, any and all such deeds, conveyances and instruments in writing shall, on request, be provided in such supplemental indenture executed, acknowledged and delivered by the Issuer. In case any separate or such instrument of appointment as the Indenture Trustee Co-Trustee, or a Majority in Interest successor to either, shall die, become incapable of Holders of Notes may deem necessary acting, resign or advisablebe removed, or (ii) to clarifyall the estates, add to or subtract from the properties, rights, powers, trusts, duties and obligations theretofore granted any of such additional separate or Co-Trustee, so far as permitted by law, shall vest in and be exercised by the Trustee until the appointment of a new Co-Trustee or successor to such separate trusteeor Co-Trustee. Any Co-Trustee previously appointed by the Trustee pursuant to this Section 13.14 may be removed by the Trustee, subject in each case or by the Bondholders to the remaining provisions same extent they may remove the Trustee pursuant to Section 13.10, in which case all powers, rights and remedies vested in the Co-Trustee shall again vest in the Trustee as if no such appointment of this Section 8a Co-Trustee had been made.