(A) all Notes theretofore authenticated and delivered (other
than (i) Notes which have been destroyed, lost or stolen and which
have been replaced or paid as provided in Section 2.07 and (ii)
Notes for whose payment money has theretofore been deposited in
trust or segregated and held in trust by the Issuers and thereafter
repaid to the Issuers or discharged from such trust,) have been
delivered to the Trustee for cancellation; or
(B) all such Notes not theretofore delivered to the Trustee
(i) have become due and payable, or
(ii) will become due and payable at their Stated Maturity
within one year, or
(iii) are to be called for redemption within one year under
arrangements satisfactory to the Trustee for the giving of notice of
redemption by the Trustee in the name, and at the expense, of the
and the Issuers, in the case of (i), (ii) or (iii) above, have
deposited or caused to be deposited with the Trustee as trust funds
in trust for the purpose an amount sufficient to pay and discharge
the entire indebtedness on such Notes not theretofore delivered to
the Trustee for cancellation, for principal (and premium, if any)
and interest to the date of such deposit (in the case of Notes which
have become due and payable) or to the maturity or redemption
thereof, as the case may be;
(2) the Issuers have paid or caused to be paid all other sums payable
hereunder by the Issuers and the Guarantors; and
(3) each of the Issuers have 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 pursuant to
this Article 13, the obligations of the Issuers and the Guarantor to the Trustee
under Section 7.07, and, if money shall have been deposited with the Trustee
pursuant to subclause (B) of clause (1) of this Section, the obligations of the
Trustee under Section 13.02 shall survive.
Section 13.02. Application of Trust Money.
All money deposited with the Trustee pursuant to Section 13.01 shall be
held in trust and applied by it, in accordance with the provisions of the Notes
and this Indenture, to the payment, either directly or through any Paying Agent
as the Trustee may determine, to the Persons entitled thereto, of the principal
(and premium, if any) and interest for whose payment such money has been
deposited with the Trustee.
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