The purpose of this White Paper is to provide guidance to practitioners in their consideration of the application of recent judicial opinions relating to Section 316(b) of the Trust Indenture Act of 1939, as amended (the “TIA”). It was prepared by the law firms named below, but does not necessarily reflect the view of any law firm regarding the proper interpretation of the TIA or the recent judicial opinions discussed below. The guidance set forth in this White Paper is subject to change in light of future judicial opinions interpreting Section 316(b) of the TIA or applicable legislative action.