Common use of Undertaking for Costs Clause in Contracts

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder by such Noteholder's ’s acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' attorney’s fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.10 shall not apply to to: (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case Noteholder(s) holding in the aggregate more than ten percent (10% %) of the principal amount Outstanding Principal Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder or group of Noteholders, in each case Noteholders holding in the aggregate more than 1025% of the principal amount Note Balance of the Outstanding Notes Outstanding of each Series (measured by Voting Interests) to which the suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Stated Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10Noteholders representing at least 66-2/3% of the principal amount Adjusted Note Balance of the each Class of Notes Outstanding Outstanding, or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof Secured Party shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the aggregate outstanding principal amount balance of the Notes Outstanding on the date of the filing of such action or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by (x) the Indenture Trustee, (by) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class or (cz) any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note or any other amount payable hereunder on or after the respective due dates expressed Stated Maturity Date (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the each class of Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's ▇▇▇▇▇▇’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Bond and each Beneficial Owner of any interest therein by such NoteholderHolder's acceptance or Beneficial Owner's acce▇▇▇▇▇▇ thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Bondholder, or group of NoteholdersBondholders, in each case holding in the aggregate more than 10% of the principal amount Bond Principal Balances of the Notes Outstanding Bonds or (c) any suit instituted by any Noteholder Bondholder for the enforcement of the payment of principal of or interest on any Note Bond on or after the respective due dates expressed in such Note Bond and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed applicable Stated Maturity (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount then Outstanding Principal Amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Maturities for such Note and in this Indenturepayments, including the Stated Maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court ▇▇▇▇▇ may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's ’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate Percentage Interests of the Outstanding Notes of more than 10% of the principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's his or her acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall 7.17 will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% in Outstanding Dollar Principal Amount of the principal amount Outstanding Notes of any Series, Class or Tranche to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Legal Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder, by such Noteholder's acceptance thereof of a Note, shall be deemed to have agreed, that any court may in its discretion requireagreed that, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, any court may in its discretion require the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or any Agent, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate Notes representing more than ten percent (10% %) of the aggregate principal amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of principal any installment of or interest on any Note on or after the respective due dates Stated Maturity Date thereof expressed in such Note and in this Indentureor for the enforcement of the payment of any principal of such Note at the Stated Maturity Date therefor.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Insurer, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount then Outstanding Principal Amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Maturities for such Note and in this Indenturepayments, including the Stated Maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (ciii) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest interest, as applicable, on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may c▇▇▇▇ ▇ay in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10Noteholders representing at least 51% of the principal amount then Outstanding Note Balance of the Notes Outstanding each Class of Notes, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.07), in each case holding in the aggregate more than 10% of the aggregate unpaid principal amount of the Notes all Outstanding Notes, or (c) any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective date on which any of such amounts was due dates expressed in pursuant to the terms of such Note and (or, in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder or group of Noteholders, in each case Noteholders holding in the aggregate more than 1025% of the principal amount Outstanding Notes of each Series (by Voting Interests) to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Stated Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Bond and each Beneficial Owner of any interest therein by such Noteholder▇▇▇▇▇▇'s or Beneficial Owner's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Bondholder, or group of NoteholdersBondholders, in each case holding in the aggregate more than 10% of the principal amount Bond Principal Balances of the Notes Outstanding Bonds or (c) any suit instituted by any Noteholder Bondholder for the enforcement of the payment of principal of or interest on any Note Bond on or after the respective due dates expressed in such Note Bond and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder by such Noteholder's ’s acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' attorney’s fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.1 shall not apply to to: (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case Noteholder(s) holding in the aggregate more than ten percent (10% %) of the principal amount Outstanding Principal Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's ’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Voting Rights of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's his acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee or the Collateral Agent for any action taken, suffered taken or omitted by it as the Indenture TrusteeTrustee or the Collateral Agent, respectively, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% in Outstanding Dollar Principal Amount of the principal amount Outstanding Notes of any Series, Class or Tranche to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Legal Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder▇▇▇▇▇▇'s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount aggregate Note Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's ▇▇▇▇▇▇’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed applicable Stated Maturity (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate more than 10% in Aggregate Outstanding Amount of the principal amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indentureapplicable Stated Maturity.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed applicable Stated Maturity (or, in such Note and the case of redemption which has resulted in this Indenturean Event of Default, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be sha▇▇ ▇▇ deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's ▇▇▇▇▇▇’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall ▇▇▇▇▇ be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount aggregate Note Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder or group of Noteholders, in each case Noteholders holding in the aggregate more than 1025% of the principal amount Outstanding Notes of any Class (by Voting Interests) to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Stated Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note or any other amount payable hereunder on or after the respective due dates expressed Stated Maturity (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding, or in the case of a right or remedy under this Indenture which is instituted by the Controlling Class, more than 10% of the Controlling Class Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof of a Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as the Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, however, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than ten percent (10% %) of the aggregate principal amount balance of the Notes Outstanding of all Series then Outstanding, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Legal Final Maturity Date of such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% Noteholders representing a majority of the principal amount Outstanding Note Balance of the each Class of Notes Outstanding Outstanding, or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's ’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding, or in the case of a right or remedy under this Indenture which is instituted by the Controlling Class, more than 10% of the Controlling Class Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate Percentage Interests of the Outstanding Notes of more than 10% of the principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court ▇▇▇▇▇ may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Note Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture Agreement agree, and each Noteholder by such Noteholder's his acceptance thereof of a Note hereunder shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this IndentureAgreement, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 9.22 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Note Insurer, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate Noteholders representing more than 1030% of the principal amount of the Notes Outstanding Voting Interests, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureFinal Maturity Date.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder or group of the Required Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed ▇▇ ▇▇▇med to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof of a Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.07), in each case holding in the aggregate more than 1025% of the principal amount balance of the Outstanding Notes Outstanding of a Series, or (c) any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective date on which any of such amounts was due dates expressed in pursuant to the terms of such Note and or the applicable Indenture Supplement (or, in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding (or in the case of a right or remedy under this Indenture which is instituted by the Controlling Class, more than 10% of the Controlling Class) or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as the Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, however, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate more than ten percent (10% %) of the aggregate principal amount balance of the Notes Outstanding of all Series then Outstanding, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Legal Final Maturity Date of such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Notes by such Noteholder's his or her acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.08 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate more than 10% of the in aggregate principal amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of the principal of (or premium, if any) or interest on any Note Notes, on or after the respective due dates expressed in such Note and in Notes or established pursuant to this Indenture.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof hereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10noteholders representing at least 66-2/3% of the principal amount Adjusted Note Balance of the each Class of Notes Outstanding outstanding, or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this the Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this the Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant (other than Indenture Trustee) in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.14 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, Noteholders (in each case compliance with Section 5.08) holding in the aggregate Notes representing more than 10% of the principal amount Outstanding Amount of the Notes Outstanding affected Series, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on in respect of any Note on or after the respective Distribution Date on which any of such amounts was due dates expressed (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this the Indenture agree, and each Noteholder Holder, by such Noteholder's acceptance thereof of a Note, shall be deemed to have agreed, that any court may in its discretion requireagreed that, in any suit for the enforcement of any right or remedy under this the Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, any court may in its discretion require the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or any Agent, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate Notes representing more than ten percent (10% %) of the aggregate principal amount of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of principal any installment of or interest on any Note on or after the respective due dates Stated Maturity Date thereof expressed in such Note and in this Indentureor for the enforcement of the payment of any principal of such Note at the Stated Maturity Date therefor.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Note Insurer, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the then outstanding principal amount balance of the Notes Outstanding Notes, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the stated maturity as applicable.

Undertaking for Costs. All parties to this Indenture --------------------- agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Termination Date).

Undertaking for Costs. All parties to this Indenture agree, and each the Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any the Noteholder or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Invested Amount of the Notes Outstanding Note or (c) any suit instituted by any the Noteholder for the enforcement of the payment of principal of or interest on any the Note on or after the respective due dates expressed in such the Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's his acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted to be taken by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.13 shall not apply to (a) any suit instituted by the Indenture Company, to any suit instituted by the Trustee, (b) to any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate more than 10% of the in aggregate principal amount of the Notes Outstanding then outstanding Notes, or (c) to any suit instituted by any Noteholder Holder for the enforcement of the payment of principal of or of, premium (if any), interest on or Liquidated Damages with respect to, any Note on or after the respective due dates expressed in Stated Maturity of such Note and (including, in this Indenturethe case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof of a Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.07), in each case holding in the aggregate more than 10% of the aggregate unpaid principal amount of the Notes all Outstanding Notes, or (c) any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective date on which any of such amounts was due dates expressed in pursuant to the terms of such Note and (or, in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's his or her acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall 7.17 will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% in Outstanding Dollar Principal Amount of the principal amount Outstanding Notes of any Series or Class to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Legal Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) Trustee or to any suit instituted by any Noteholder the Administrative Agent or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder a Purchaser for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount then Outstanding Principal Amount of the Notes Outstanding of any Series, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Maturities for such Note and in this Indenturepayments, including the Stated Maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of a Note by such NoteholderHolder's acceptance thereof shall be deemed shal▇ ▇▇ ▇eemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to to: (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of a Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court an▇ ▇▇▇▇t may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% [10]% of the principal amount Outstanding Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed ▇▇ ▇▇▇med to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount aggregate Note Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture and the related Series Supplement agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this IndentureIndenture and the related Series Supplement, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding of the related Series or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture and the related Series Supplement.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 7.16 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Note Insurer, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding then outstanding Note Principal Balance, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the stated maturity as applicable.

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.14 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10Noteholders representing at least 66-2/3% of the principal amount Adjusted Note Balance of the each Class of Notes Outstanding Outstanding, or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, suit and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (ai) any suit instituted by the Indenture TrusteeTrustee or the Insurer, (bii) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Principal Amount of the Notes Outstanding or (ciii) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's acceptance Hold▇▇'▇ ▇cceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.on

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder and each Note Owner by such Noteholder's its acceptance thereof of a Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 9.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Trustee or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates Rated Final Maturity expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may c▇▇▇▇ ▇ay in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Note Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's acceptance thereof of a Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as the Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' feesfees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but provided, however, that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than ten percent (10% %) of the aggregate principal amount balance of the Notes Outstanding of all Series then Outstanding, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Legal Final Maturity Date of such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder▇▇▇▇▇▇'s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed applicable Stated Maturity (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture Agreement agree, and each Noteholder by such Noteholder's his acceptance thereof of a Note hereunder shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this IndentureAgreement, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 8.22 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Note Insurer, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate Noteholders representing more than 10% of the principal amount of the Notes Outstanding Voting Interests, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureFinal Payment Date.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall of a Note will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.08), in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding of the affected Series, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on in respect of any Note on or after the respective Distribution Date on which any of such amounts was due dates expressed (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant (other than Indenture Trustee) in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.14 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.8), in each case holding in the aggregate Notes representing more than 10% of the principal amount balance of the Outstanding Notes Outstanding of the affected Series, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on in respect of any Note on or after the respective Distribution Date on which any of such amounts was due dates expressed (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court ▇▇▇▇▇ may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount aggregate Note Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Senior Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may may, in its discretion discretion, require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, suit and that such court may in its discretion assess reasonable the properly incurred costs, including reasonable attorneys' fees’ fees and expenses, against any party litigant in such suit, having due regard in the manner and to the merits and good faith of extent provided in the claims or defenses made by such party litigantTrust Indenture Act; but the provisions of provided that neither this Section 5.13 514 nor the Trust Indenture Act shall not apply be deemed to (a) authorize any court to require such an undertaking or to make such an assessment in any suit instituted by the Indenture Issuer, the Guarantors or the Trustee, (b) any a suit instituted by any Noteholder a Holder under Section 508, or group a suit by Holders of Noteholders, in each case holding in the aggregate more than 10% of the in aggregate principal amount of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureSenior Notes.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (ciii) any suit instituted by any Noteholder for the enforcement of the payment of principal of principal, interest, or interest Class A-2 Commitment Fee, as applicable, on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall of a Note will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with Section 5.07), in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding of the affected Series, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on in respect of any Note on or after the respective Distribution Date on which any of such amounts was due dates expressed (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 8.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Trustee or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.15 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Aggregate Outstanding Amount of the Notes Outstanding Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed applicable Stated Maturity (or, in such Note and in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agreeEach of the Issuer and the Trustee agrees, and each Noteholder Note Purchaser and each Noteholder, by such Noteholder's its acceptance thereof of a Note, shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Note Purchaser or group of Noteholders, in each case Noteholders holding in the aggregate more than 10% of the principal amount Percentage Interests of the any class of Notes Outstanding or (c) any suit instituted by any Noteholder the Noteholders for the enforcement of the payment of principal of or interest on any Note the Notes on or after the respective due dates expressed in such Note the Notes and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but PROVIDED that the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of NoteholdersNoteholders (in compliance with SECTION 5.08), in each case holding in the aggregate more than 10% of the principal amount balance of the outstanding Notes Outstanding of a Series, or (c) any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective date on which any of such amounts was due dates expressed in pursuant to the terms of such Note and or the applicable Indenture Supplement (or, in this Indenturethe case of redemption, on or after the applicable Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' feesfees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% in Outstanding Dollar Principal Amount of the principal amount Outstanding Notes of any series, class or tranche to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Legal Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's ’s acceptance thereof of any Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Outstanding Amount of the Notes Outstanding or (c) any suit instituted Instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this IndentureIndenture (or, in the case of redemption, on or after the Redemption Date).

Undertaking for Costs. All parties to this Indenture agree, agree (and each Noteholder Holder of any Note by such Noteholder's its acceptance thereof shall be deemed to have agreed, ) that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (ai) any suit instituted by the Indenture Trustee, (bii) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10Noteholders representing at least 66-2/3% of the principal amount Adjusted Note Balance of the each Class of Notes Outstanding Outstanding, or (ciii) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in maturities for such Note and in this Indenturepayments, including the Stated Maturity, as applicable.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but notwithstanding such assessment, the provisions of this Section 5.13 6.16 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) or to any suit instituted by any Noteholder or group of Noteholders, in each case holding in the aggregate more than 1050% of the in principal amount of the Outstanding Notes Outstanding of the Controlling Class, or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates expressed in Stated Maturity provided that such Note and in this Indenturesuit is not deemed to be frivolous under the applicable rules of civil procedure by such court.

Undertaking for Costs. All parties to this Indenture ---------------------- agree, and each Noteholder Holder of any Note by such Noteholder▇▇▇▇▇▇'s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by its acceptance of such Noteholder's acceptance thereof Note shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.16 shall not apply to (a) any suit instituted by the Indenture TrusteeTrustee or the Note Insurer, (b) or to any suit instituted by any Noteholder the Majority Holders, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates Stated Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's his acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 6.16 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) or to any suit instituted by any Noteholder or group of the Majority Noteholders, in each case holding in the aggregate more than 10% of the principal amount of the Notes Outstanding or (c) to any suit instituted by any Noteholder for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates Stated Maturity expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed shal▇ ▇▇ ▇eemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount aggregate Note Balance of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against 50 the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's his or her acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' feesfees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall 7.17 will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 1025% in Outstanding Dollar Principal Amount of the principal amount Outstanding Notes of any Series, Class or Tranche to which the Notes Outstanding suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Legal Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such Noteholder's Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' ’ fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Holder, or group of NoteholdersHolders, in each case holding in the aggregate more than 1025% of the principal amount of the Notes Aggregate Outstanding Principal Balance or (c) any suit instituted by any Noteholder Holder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Bond and each Beneficial Owner of any interest therein by such NoteholderHolder's or Beneficial Owner's acceptance thereof shall be deemed to have agreedh▇▇▇ ▇▇reed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Bondholder, or group of NoteholdersBondholders, in each case holding in the aggregate more than 10% of the principal amount Bond Principal Balances of the Notes Outstanding Bonds or (c) any suit instituted by any Noteholder Bondholder for the enforcement of the payment of principal of or interest on any Note Bond on or after the respective due dates expressed in such Note Bond and in this Indenture.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder by such Noteholder's its acceptance thereof shall will be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered taken or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' feesfees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 shall will not apply to (a) any suit instituted by the Indenture Trustee, (b) to any suit instituted by any Noteholder or group of Noteholders, in each case Noteholders holding in the aggregate more than 1025% of the principal amount Note Balance of the Outstanding Notes Outstanding of each Series (measured by Voting Interests) to which the suit relates, or (c) to any suit instituted by any Noteholder Noteholders for the enforcement of the payment of the principal of or interest on any Note on or after the respective due dates applicable Stated Maturity Date expressed in such Note and in this IndentureNote.

Undertaking for Costs. All parties to this Indenture agree, and each Noteholder Holder of any Note by such NoteholderHolder's acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Indenture Trustee for any action taken, suffered or omitted by it as Indenture Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs, including reasonable attorneys' fees, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section 5.13 5.12 shall not apply to (a) any suit instituted by the Indenture Trustee, (b) any suit instituted by any Noteholder Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the principal amount Security Balances of the Notes Outstanding or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture.