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"Outstanding" means, in connection with the Certificates as <br /> of the time in question, all Certificates executed and delivered <br /> under this Agreement, except: <br /> (a) Certificates theretofore canceled or required to be <br /> canceled under Section 3 . 09 hereof; <br /> (b) Certificates for the payment or prepayment of the <br /> Lease Payment represented thereby of which the necessary amount <br /> shall have been or shall concurrently be deposited with the <br /> Trustee, or Certificates provision for the payment of Lease <br /> Payments represented thereby of which shall have been made in <br /> accordance with Section 9. 01 hereof; provided that, if such <br /> Certificates are being prepaid prior to maturity of the Lease <br /> Payment represented thereby, the required notice of prepayment <br /> shall have been given or provision satisfactory to the Trustee <br /> shall have been made therefor; and <br /> (c) Certificates in substitution for which other <br /> Certificates have been executed and delivered pursuant to <br /> Article III hereof. <br /> In determining whether the Owners of a requisite aggregate <br /> principal amount of Lease Payments represented by Certificates <br /> Outstanding have concurred in any request, demand, authorization, <br /> direction, notice, consent or waiver under the provisions thereof, <br /> Certificates which are held by the City or its designee shall be <br /> disregarded and deemed not to be Outstanding for the purpose of <br /> such determination. <br /> "Owner" means the owner of a Certificate as indicated on the <br /> Certificate Register maintained in accordance with Section 3 . 01 <br /> hereof. <br /> "Paying Agent" means the Trustee, in its capacity as paying <br /> agent for the Certificates issued hereunder. <br /> "Principal Office of the Trustee" means the principal cor- <br /> porate trust office of the Trustee, presently situated at 1301 <br /> Fifth Avenue, 15th Floor, Seattle, WA 98101. <br /> "Qualified Investments, " to the extent permitted by law, <br /> include the following: <br /> (i) direct obligations of the United States of America; <br /> (ii) obligations the payment of the principal of and <br /> interest on which is unconditionally guaranteed by the United <br /> States; <br /> -5- D0T437 91/09/24 <br />