OF DEFAULT; PROVIDED, FURTHER, THAT SUCH DEPOSIT SHALL NOT RESULT IN A
BREACH OR VIOLATION OF, OR CONSTITUTE A DEFAULT UNDER, THIS INDENTURE OR ANY
OTHER AGREEMENT OR INSTRUMENT TO WHICH THE ISSUER IS A PARTY OR TO WHICH THE
ISSUER IS BOUND; (B) THE ISSUER HAS PAID OR CAUSED TO BE PAID ALL OTHER SUMS
PAYABLE HEREUNDER BY THE ISSUER; AND (C) THE ISSUER HAS DELIVERED TO THE TRUSTEE
AN OFFICERS' CERTIFICATE AND AN OPINION OF COUNSEL, EACH STATING THAT ALL
CONDITIONS PRECEDENT HEREIN PROVIDED FOR RELATING TO THE SATISFACTION AND
DISCHARGE OF THIS INDENTURE HAVE BEEN COMPLIED WITH.
Notwithstanding the satisfaction and discharge of this Indenture, the
obligations of the Issuer to the Trustee under Section 7.06 shall survive and,
if money shall have been deposited with the Trustee pursuant to subclause (2) of
clause (a) of this Section, the provisions of Sections 2.05, 2.06, 2.07, 3.05,
5.01, Article 13 and this Article 11, shall survive until the Notes have been
paid in full.
SECTION 11.02.
DEPOSITED MONIES TO BE HELD IN TRUST BY TRUSTEE.
SUBJECT TO
SECTION 11.04, ALL MONIES DEPOSITED WITH THE TRUSTEE PURSUANT TO SECTION 7.05,
SHALL BE HELD IN TRUST FOR THE SOLE BENEFIT OF THE NOTEHOLDERS, AND SUCH MONIES
SHALL BE APPLIED BY THE TRUSTEE TO THE PAYMENT, EITHER DIRECTLY OR THROUGH ANY
PAYING AGENT (INCLUDING THE ISSUER IF ACTING AS ITS OWN PAYING AGENT), TO THE
HOLDERS OF THE PARTICULAR NOTES FOR THE PAYMENT OR REDEMPTION OF WHICH SUCH
MONIES HAVE BEEN DEPOSITED WITH THE TRUSTEE, OF ALL SUMS DUE AND TO BECOME DUE
THEREON FOR PRINCIPAL, PREMIUM, IF ANY, AND INTEREST.
ALL MONEYS DEPOSITED WITH
THE TRUSTEE PURSUANT TO SECTION 7.05 (AND HELD BY IT OR ANY PAYING AGENT) FOR
THE PAYMENT OF NOTES SUBSEQUENTLY
48
CONVERTED SHALL BE RETURNED TO THE ISSUER UPON REQUEST.
THE TRUSTEE IS NOT
RESPONSIBLE TO ANYONE FOR INTEREST ON ANY DEPOSITED FUNDS EXCEPT AS AGREED IN
WRITING.
SECTION 11.03.
PAYING AGENT TO REPAY MONIES HELD.
SUBJECT TO THE PROVISIONS OF
SECTION 11.04, THE TRUSTEE OR A PAYING AGENT SHALL HOLD IN TRUST, FOR THE
BENEFIT OF THE NOTEHOLDERS, ALL MONEY DEPOSITED WITH IT PURSUANT TO SECTION
11.01 AND SHALL APPLY THE DEPOSITED MONEY IN ACCORDANCE WITH THIS INDENTURE AND
THE NOTES TO THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE NOTES.
SECTION 11.04.
RETURN OF UNCLAIMED MONIES.
THE TRUSTEE AND EACH PAYING AGENT
SHALL PAY TO THE ISSUER UPON WRITTEN REQUEST ANY MONEY HELD BY THEM FOR THE
PAYMENT OF PRINCIPAL OR INTEREST THAT REMAINS UNCLAIMED FOR TWO YEARS AFTER A
RIGHT TO SUCH MONEY HAS MATURED; PROVIDED, HOWEVER, THAT THE TRUSTEE OR SUCH
PAYING AGENT, BEFORE BEING REQUIRED TO MAKE ANY SUCH PAYMENT, MAY, AT THE
EXPENSE OF THE ISSUER, EITHER PUBLISH IN A NEWSPAPER OF GENERAL CIRCULATION IN
THE CITY OF NEW YORK, OR CAUSE TO BE MAILED TO EACH HOLDER ENTITLED TO SUCH
MONEY, NOTICE THAT SUCH MONEY REMAINS UNCLAIMED AND THAT AFTER A DATE SPECIFIED
THEREIN, WHICH SHALL