EFTA01365498.pdf

(c) The Trustee: (i) will not be responsible for maintaining the NRSRO Website, posting any Notices or other communications to the NRSRO Website or ensuring that the NRSRO Website complies with the requirements of this Indenture, Rule 17g-5, or any other law or regulation; (ii) makes no representation in respect of the content of the NRSRO Website or compliance by NRSRO Website with this Indenture, Rule 17g-5, or any other law or regulation and the maintenance by the Trustee of the website described in 14.5 shall not be deemed as compliance by or on behalf of the Issuer with Rule 17g-5 or any related law or regulation; (iii) will not be responsible or liable for the dissemination of any identification numbers or passwords for the NRSRO Website; and (iv) will not be liable for the use of the information posted on the NRSRO Website, whether by the Co-Issuers, the Rating Agencies or any other Person that may gain access to the NRSRO Website or the information posted thereon (to the extent it was not prepared by the Trustee and the Trustee had no obligation to prepare or deliver such information). Section 14.5. Effect of Headings and Table of Contents. The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof. Section 14.6. Successors and Assigns. All covenants and agreements in this Indenture by the Co-Issuers and the Trustee shall bind their successors and assigns, whether so expressed or not. Section 14.7. Benefits of Indenture. Nothing in this Indenture or the Securities expressed or implied, shall give to any Person (other than (i) the parties hereto and their successors hereunder and (ii) the Investment Manager, the Holders and any Hedge Counterparty, each of which shall be express third party beneficiaries of this Indenture), any benefit or any legal or equitable right, remedy or claim under this Indenture. The parties hereto acknowledge and agree that the Investment Manager shall be an express third party beneficiary of Section 15.2 with the tight to enforce any rights or remedies thereunder to the same extent as if the Investment Manager was a party to this Indenture. Section 14.8. Governing Law. THIS INDENTURE AND EACH SECURITY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 176 LNG IM CLO 2011-1 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0056256 CONFIDENTIAL SDNY GM_00202440 EFTA01365498