THE BUSINESS
ACTIVITIES DESCRIBED IN CLAUSE (I) OF THIS SECTION 5.02(F) THROUGH THE OFFER,
SALE AND ISSUANCE OF ONE OR MORE SERIES OF NOTES (SUBJECT TO THE LIMITATIONS OF
THIS INDENTURE) AND ANY OTHER SECURITIES OF WEST, UPON SUCH TERMS AND CONDITIONS
AS THE CONTROLLING TRUSTEES SEE FIT, FOR CASH OR IN PAYMENT
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OR IN PARTIAL PAYMENT FOR ANY PROPERTY PURCHASED OR OTHERWISE ACQUIRED BY ANY
WEST GROUP MEMBER;
(IV)
ENGAGING IN CURRENCY AND INTEREST RATE
EXCHANGE TRANSACTIONS FOR THE PURPOSES OF AVOIDING, REDUCING, MINIMIZING,
HEDGING AGAINST OR OTHERWISE MANAGING THE RISK OF ANY LOSS, COST, EXPENSE OR
LIABILITY ARISING, OR WHICH MAY ARISE, DIRECTLY OR INDIRECTLY, FROM ANY CHANGE
OR CHANGES IN ANY INTEREST RATE OR CURRENCY EXCHANGE RATE OR IN THE PRICE OR
VALUE OF THE PROPERTY OR ASSETS OF WEST OR ANY WEST GROUP MEMBER, UPON SUCH
TERMS AND CONDITIONS AS THE CONTROLLING TRUSTEES SEE FIT AND WITHIN LIMITS AND
WITH PROVIDERS SPECIFIED IN THIS INDENTURE, INCLUDING BUT NOT LIMITED TO
DEALINGS, WHETHER INVOLVING PURCHASES, SALES OR OTHERWISE, IN FOREIGN CURRENCY,
SPOT AND FORWARD INTEREST RATE EXCHANGE CONTRACTS, FORWARD INTEREST RATE
AGREEMENTS, CAPS, FLOORS AND COLLARS, FUTURES, OPTIONS, SWAPS AND ANY OTHER
CURRENCY, INTEREST RATE AND OTHER SIMILAR HEDGING ARRANGEMENTS AND SUCH OTHER
INSTRUMENTS AS ARE SIMILAR TO, OR DERIVATIVES OF, ANY OF THE FOREGOING, BUT IN
ANY EVENT NOT FOR SPECULATIVE PURPOSES;
(V)
(A) SUBJECT TO THE OTHER LIMITATIONS OF THIS
INDENTURE, ESTABLISHING, PROMOTING AND AIDING IN PROMOTING, CONSTITUTING,
FORMING OR ORGANIZING COMPANIES, TRUSTS, SYNDICATES, PARTNERSHIPS OR OTHER
ENTITIES OF ALL KINDS IN ANY PART OF THE WORLD FOR THE PURPOSES SET FORTH IN
CLAUSE (I) OF THIS SECTION 5.02(F), (B) ACQUIRING, HOLDING AND DISPOSING OF
SHARES, SECURITIES AND OTHER INTERESTS IN ANY SUCH TRUST, COMPANY, SYNDICATE,
PARTNERSHIP OR OTHER ENTITY AND (C) DISPOSING OF SHARES, SECURITIES AND OTHER
INTERESTS IN, OR CAUSING THE DISSOLUTION OF, ANY WEST GROUP MEMBER; PROVIDED
THAT ANY SUCH DISPOSITION WHICH RESULTS IN THE DISPOSITION OF AN ENGINE MEETS
THE REQUIREMENTS FOR A PERMITTED ENGINE DISPOSITION, PROVIDED, FURTHER, THAT
WRITTEN NOTICE SHALL HAVE BEEN GIVEN TO THE SENIOR LIQUIDITY PROVIDER THAT SUCH
COMPANY, TRUST, SYNDICATE, PARTNERSHIP OR OTHER ENTITY (OTHER THAN AN ENGINE
TRUST) HAS BEEN ESTABLISHED IN COMPLIANCE WITH THE INDENTURE;
(VI)
PURCHASING, ACQUIRING, SURRENDERING AND
ASSIGNING POLICIES OF INSURANCE AND ASSURANCES WITH ANY INSURANCE COMPANY OR
COMPANIES WHICH WEST OR ANY WEST GROUP MEMBER DETERMINES TO BE NECESSARY OR
APPROPRIATE TO COMPLY WITH THIS INDENTURE AND TO PAY THE PREMIUMS THEREON; AND
(VII)
TAKING ANY ACTION THAT IS INCIDENTAL TO, OR
NECESSARY TO EFFECT, ANY OF THE ACTIONS OR ACTIVITIES SET FORTH ABOVE.
(G)
LIMITATION ON CONSOLIDATION, MERGER AND
TRANSFER OF ASSETS.
WEST WILL NOT CONSOLIDATE WITH, MERGE WITH OR INTO, OR
SELL, CONVEY, TRANSFER, LEASE OR OTHERWISE DISPOSE OF ITS PROPERTY AND ASSETS
(AS AN ENTIRETY OR SUBSTANTIALLY AN ENTIRETY IN ONE TRANSACTION OR IN A SERIES
OF RELATED TRANSACTIONS) TO, ANY OTHER PERSON, OR PERMIT ANY OTHER PERSON TO
MERGE WITH OR INTO WEST (ANY