o each such capacity. Neither the Initial Purchaser nor the Placement Agent take any responsibility for, or have any obligations in respect of. the Co-Issuers. The Initial Purchaser and Placement Agent and its Affiliates may have banking, lending and/or other business relationships with the Collateral Man

of such default, breach or failure for a period of 30 days after written notice shall have been given as provided in the Indenture to the applicable Co-Issuers and the Collateral Manager by the Trustee or to the applicable Co-Issuers, the Collateral Manager and the Trustee by the Holders of at least 25% of

able Issuer under the Securities and the obligations of each of the Co-Issuers under this Indenture are limited recourse obligations of each of such Co-Issuers payable solely from the Collateral in accordance with the Priority of Payments. Following realization of the Collateral and distribution of proceed

Counterparty materially and adversely affected thereby and (y) a Majority of each Class materially and adversely affected thereby, the Trustee and Co-Issuers may enter into one or more indentures supplemental hereto to add any provisions to, or change in any manner or eliminate any of the provisions of,

mile Number: 212-723-8671, Attention: Managing Director, Global Portfolio Solutions, or at any other address previously furnished in writing to the Co-Issuers, the Collateral Manager and the Trustee by an Officer of Citigroup Global Markets Inc.; (v) the Rating Agencies shall be sufficient for every purp

sufficient for any purpose of this Indenture and conclusive in favor of the Trustee and the Co-Issuers, if made in the manner provided in this Section 14.2. (b) The fact and date of the execution by any Person of any such instrument or writing may b

shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. Section 14.11. Liability of Co-Issuers. Notwithstanding any other terms of this Indenture (other than the last paragraph of Section 7.1), the Notes or any other agreement entered into be

o each such capacity. Neither the Initial Purchaser nor the Placement Agent take any responsibility for, or have any obligations in respect of. the Co-Issuers. The Initial Purchaser and Placement Agent and its Affiliates may have banking, lending and/or other business relationships with the Collateral Man

able Issuer under the Securities and the obligations of each of the Co-Issuers under this Indenture are limited recourse obligations of each of such Co-Issuers payable solely from the Collateral in accordance with the Priority of Payments. Following realization of the Collateral and distribution of proceed

sufficient for any purpose of this Indenture and conclusive in favor of the Trustee and the Co-Issuers, if made in the manner provided in this Section 14.2. (b) The fact and date of the execution by any Person of any such instrument or writing may b

shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. Section 14.11. Liability of Co-Issuers. Notwithstanding any other terms of this Indenture (other than the last paragraph of Section 7.1), the Notes or any other agreement entered into be

f the proceeds of the Collateral remaining after giving effect to the redemption of the Senior Notes and the payment in full of all expenses of the Co-Issuers in accordance with the Priority of Payments. 48 EFTA00596180 "Reference Banks": With respect to the determination of LIBOR in accordance with Sc