ServiceMagic 2012 Annual Report Download - page 196

S-62
proceedings and any custodian in any such judicial proceeding is hereby authorized by each Holder to make such payments to the
Trustee, and in the event that the Trustee shall consent to the making of such payments directly to the Holders, to pay to the Trustee
any amount due to it for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel,
and any other amounts due the Trustee under Section 7.07.
Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on
behalf of any Holder any plan or reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any
Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceedings.
If the Trustee collects any money pursuant to this Article Six, it shall pay out the money in the following order:
FIRST: to the Trustee for amounts due under Section 7.07;
SECOND: to Holders for amounts due and unpaid on the Notes for principal, premium, if any, and interest as to
each, ratably, without preference or priority of any kind, according to the amounts due and payable on the Notes; and
THIRD: to the Issuer or, to the extent the Trustee collects any amount from any Guarantor, to such Guarantor.
The Trustee may fix a record date and payment date for any payment to Holders pursuant to this Section 6.11. At
least 15 days before such record date, the Trustee shall mail to each Holder and the Issuer a notice that states the record date, the
payment date and the amount to be paid.
In any suit for the enforcement of any right or remedy hereunder or in any suit against the Trustee for any action
taken or omitted by it as Trustee, a court in its discretion may require the filing by any party litigant in the suit of an undertaking to
pay the costs of the suit, and the court in its discretion may assess reasonable costs, including reasonable attorneys’ fees, against
any party litigant in the suit, having due regard to the merits and good faith of the claims or defenses made by the party litigant.
This Section 6.12 does not apply to a suit by the Trustee, a suit by a Holder pursuant to Section 6.08 or a suit by Holders of more
than 10% in principal amount of the Notes then outstanding.
ARTICLE SEVEN
TRUSTEE
(a)
If an Event of Default actually known to a Responsible Officer of the Trustee has occurred and is continuing,
the Trustee shall, in the exercise of its power, use the degree of care of a prudent person in similar circumstances in the conduct of
his own affairs.
SECTION 6.11. Priorities
.
SECTION 6.12. Undertaking for Costs
.
SECTION 7.01. Duties of Trustee
.