Common use of Interests of Noteholders Clause in Contracts

Interests of Noteholders. In connection with the exercise of its powers, trusts, authorities or discretions (including, but not limited to, those in relation to any proposed modification, waiver or authorisation of any breach or proposed breach of any of the Conditions or any of the provisions of this Trust Deed or any proposed substitution in accordance with Clause 16.2 or any determination to be made by it under this Trust Deed), the Trustee shall have regard to the general interests of the Noteholders as a class and shall not have regard to the consequences of such exercise for individual Noteholders nor to circumstances particular to individual Noteholders (whatever their number) and, in particular, but without prejudice to the generality of the foregoing, shall not have regard to the consequences of any such exercise for individual Noteholders resulting from their being for any purpose domiciled or resident in, or otherwise connected with, or subject to the jurisdiction of, any particular territory or otherwise to the tax consequences thereof and the Trustee shall not be entitled to require, nor shall any Noteholder be entitled to claim from the Issuer or the Trustee, any indemnification or payment of any Tax arising in consequence of any such exercise upon individual Noteholders except to the extent provided for in Condition 9 and/or in any undertakings given in addition thereto or in substitution therefor pursuant to this Trust Deed. For the avoidance of doubt, the Trustee shall not at any time have regard to the interests of the holders of Class A Shares.

Interests of Noteholders. In in connection with the exercise of its powers, trusts, authorities or discretions (including, but not limited to, those in relation to any proposed modification, waiver or authorisation of any breach or proposed breach by the Note Trustee of any of its trusts, duties, rights, powers, authorities and discretions under these presents and the Conditions or any other Transaction Documents: (i) where it is required to have regard to the interests of the provisions Noteholders of this Trust Deed or any proposed substitution in accordance with Clause 16.2 or any determination to be made by class, it under this Trust Deed), the Trustee shall have regard to the general interests of the such Noteholders as a class and shall not have regard to the consequences of such exercise for individual Noteholders nor to circumstances particular to individual Noteholders (whatever their number) and, in particular, particular but without prejudice to the generality of the foregoing, shall not have regard to to, or be in any way liable for, the consequences of any such exercise thereof for individual Noteholders resulting from their being for any purpose domiciled or resident in, or otherwise connected with, or subject to the jurisdiction of, any particular territory or otherwise to the tax consequences thereof territory, and the Note Trustee shall not be entitled to require, nor shall any Noteholder be entitled to claim claim, from the Ninth Issuer or the Trusteeany other person, any indemnification or payment in respect of any Tax arising in tax consequence of any such exercise upon individual Noteholders except Noteholders; and (ii) it shall not have regard to, or be in any way liable for, the consequences of any exercise thereof for any other Ninth Issuer Secured Creditor or any other person, the Note Trustee shall be entitled to assume, for the purposes of exercising any power, right, trust, authority, duty or discretion under or in relation to the extent provided for in Condition 9 and/or in Ninth Issuer Notes, these presents or any undertakings given in addition thereto or in substitution therefor pursuant to this Trust Deed. For of the avoidance of doubtother Transaction Documents, the Trustee shall that such exercise will not at any time have regard be materially prejudicial to the interests of the holders of Class A Shares.Noteholders if each of the Rating Agencies has confirmed that the then current rating by it of the Class A Ninth Issuer Notes would not be adversely affected by such exercise;