ServiceMagic 2012 Annual Report Download - page 209

S-75
9.01, 9.02 or 9.03, as applicable, shall be revived and reinstated as though no deposit had occurred pursuant to this Article Nine
until such time as the Trustee or Paying Agent is permitted to apply all such money or U.S. Government Obligations in accordance
with Section 9.01; provided that if the Issuer or the Guarantors have made any payment of principal of, premium, if any, or accrued
interest on any Notes because of the reinstatement of their obligations, the Issuer or the Guarantors, as the case may be, shall be
subrogated to the rights of the Holders of such Notes to receive such payment from the money or U.S. Government Obligations
held by the Trustee or Paying Agent.
In connection with the satisfaction and discharge of this Indenture, all moneys then held by any Paying Agent
under the provisions of this Indenture shall, upon written demand of the Issuer, be paid to the Trustee, or if sufficient moneys have
been deposited pursuant to Section 9.04, to the Issuer (or, if such moneys had been deposited by the Guarantors, to such
Guarantors), and thereupon such Paying Agent shall be released from all further liability with respect to such moneys.
Subject to applicable law, any moneys deposited with the Trustee or any Paying Agent or then held by the Issuer or
the Guarantors in trust for the payment of the principal of, or premium, if any, or interest on any Note that are not applied but
remain unclaimed by the Holder of such Note for two years after the date upon which the principal of, or premium, if any, or
interest on such Note shall have respectively become due and payable shall be repaid to the Issuer (or, if appropriate, the
Guarantors), or if such moneys are then held by the Issuer or the Guarantors in trust, such moneys shall be released from such trust;
and the Holder of such Note entitled to receive such payment shall thereafter, as an unsecured general creditor, look only to the
Issuer and the Guarantors for the payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust
money shall thereupon cease; provided that the Trustee or any such Paying Agent, before being required to make any such
repayment, may, at the expense of the Issuer and the Guarantors, either mail to each Holder affected, at the address shown in the
register of the Notes maintained by the Registrar pursuant to Section 2.03, or cause to be published once a week for two successive
weeks, in a newspaper published in the English language, customarily published each Business Day and of general circulation in
the City of New York, New York, a notice that such money remains unclaimed and that, after a date specified therein, which shall
not be less than 30 days from the date of such mailing or publication, any unclaimed balance of such moneys then remaining shall
be repaid to the Issuer. After payment to the Issuer or the Guarantors or the release of any money held in trust by the Issuer or any
Guarantors, as the case may be, Holders entitled to the money must look only to the Issuer and the Guarantors for payment as
general creditors unless applicable abandoned property law designates another Person.
ARTICLE TEN
GUARANTEE OF NOTES
Subject to the provisions of this Article Ten, each Guarantor, by execution of this Indenture, jointly and severally,
unconditionally guarantees (each, a “ Note Guarantee ” and collectively, the “ Note Guarantees ”) to each Holder (i) the due and
punctual payment of the principal of and interest on each Note, when and as the same shall become due and payable, whether at
maturity, by acceleration or
SECTION 9.07.
Moneys Held by Paying Agent
.
SECTION 9.08. Moneys Held by Trustee
.
SECTION 10.01.
Guarantee
.