Common use of DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR Clause in Contracts

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No ------------------------------------------- Guarantor shall make any payment on its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to pay its -------- ------- Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is -------- ------- given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of ---------------- ------- days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on of principal, premium, if any, or interest pursuant to its Guaranty (except in Permitted Junior Securities or from the trust described in Article 8) or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (except in Permitted Junior Securities or from the trust described in Article 8) (collectively, "pay its GuarantyPAY ITS GUARANTY") if either of the following (a "Payment DefaultPAYMENT DEFAULT") occurs occurs: (1) a default in the payment of any principal of, premium, if any, or interest on Designated Senior Indebtedness of such Guarantor is not paid in full in cash when dueoccurs; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; providedPROVIDED, howeverHOWEVER, that any Guarantor shall be entitled to pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any all Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage PeriodPAYMENT BLOCKAGE PERIOD") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage NoticeBLOCKAGE NOTICE") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated terminated: (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; , (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; , or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences above paragraph (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; providedPROVIDED, howeverHOWEVER, that if any Blockage Notice within such 360-day period is given delivered to the Trustee by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to 103 give another Blockage Notice within such period; provided furtherPROVIDED FURTHER, howeverHOWEVER, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-consecutive-day consecutive period, and there must be 181 days during any consecutive 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on of principal, premium, if any, or interest pursuant to its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "pay its GuarantyPAY ITS GUARANTY") if either of the following occurs (a "Payment DefaultPAYMENT DEFAULT") occurs ): (1) any portion of any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unlessUNLESS, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; providedPROVIDED, howeverHOWEVER, that any Guarantor shall be entitled to pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any all Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage PeriodPAYMENT BLOCKAGE PERIOD") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) of a written notice (a "Blockage NoticeBLOCKAGE NOTICE") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated terminated: (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; , (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; , or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences above paragraph (but subject to the provisions contained in the first sentence of this SectionSection 12.03), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Payment Blockage Period in any consecutive 360-day period, period irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; providedPROVIDED, howeverHOWEVER, that if any Blockage Notice within such 360-day period is given delivered to the Trustee by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than holders of the Bank Indebtedness), a Representative of the Representative holders of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided furtherPROVIDED FURTHER, howeverHOWEVER, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any consecutive 360-day consecutive period, and there must be 181 days during any consecutive 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on pursuant to any of its Guaranty obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities Notes or other Guaranteed Obligations (collectively, "pay its GuarantyGuarantee") (other than Subordinated Reorganization Securities and payments and other distributions from any defeasance trust created pursuant to Section 8.01 hereof) if either of the following (a "Payment Default") occurs (1i) any Designated Senior Indebtedness of such the relevant Guarantor is not paid in full in cash when due; due or (2ii) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, the Payment Default default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; providedfull. However, however, that any such Guarantor shall be entitled to may pay its Guaranty Guarantee without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any the Designated Senior Indebtedness of such Guarantor with respect to which either of the Payment Default events set forth in clause (i) or (ii) of the immediately preceding sentence has occurred and is continuing. During the continuance of any default (other than a Payment Defaultdefault described in clause (i) or (ii) of the second preceding sentence) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall may not pay its Guaranty Guarantee for a period (a "the Payment Blockage Period") Period commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (of a "Blockage Notice") of such default Notice from the Representative of the holders of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end thereafter (or earlier if such Payment Blockage Period is terminated (1i) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; , (2ii) because a Representative of the holders of such Designated Senior Indebtedness has notified the Trustee that the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; continuing or (3iii) because such Designated Senior Indebtedness has been discharged or repaid in full in cashfull). Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Sectionparagraph), unless the holders of such Designated Senior Indebtedness giving of such Payment Notice Guarantor or the Representative of such Designated Senior Indebtedness shall holders have accelerated the maturity of such Designated Senior Indebtedness, any such Guarantor shall be entitled to may resume payments pursuant to on its Guaranty Guarantee after termination the end of such Payment Blockage Period. No Guarantor Each Guarantee shall not be subject to more than one Payment Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such a Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this SectionSection 12.03, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on (in cash, property or other assets) pursuant to any of its Guaranty Indenture Obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities or other Guaranteed Indenture Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1i) any Designated Obligations with respect to Senior Indebtedness of such Guarantor the Company is not paid in full in cash when due; due or (2ii) any other default on Designated Senior Indebtedness of such Guarantor the Company occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (x) the Payment Default default has been cured or waived and any such acceleration has been rescinded or (y) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any Designated such Senior Indebtedness with respect to which the Payment Default has occurred and is continuingIndebtedness. During No Guarantor may pay its Guaranty during the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the Period after receipt by the Company and the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice"the Company) of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cashunder Section 10.03. Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior 91 Indebtedness giving such Payment Blockage Notice or the Representative of such Designated Senior Indebtedness holders shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to may resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on (in cash, property or other assets) pursuant to any of its Guaranty Indenture Obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities or other Guaranteed Indenture Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs Default occurs: (1) any Designated Obligations with respect to Senior Indebtedness of such Guarantor the Company is not paid in full in cash when due; due or (2) any other default on Designated Senior Indebtedness of such Guarantor the Company occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (x) the Payment Default default has been cured or waived and any such acceleration has been rescinded in writing or (y) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty without regard to the foregoing if such 93 85 Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any Designated such Senior Indebtedness with respect to which the Payment Default has occurred and is continuingIndebtedness. During No Guarantor may pay its Guaranty during the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the Period after receipt by the Company and the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice"the Company) of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cashunder Section 10.03. Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Blockage Notice or the Representative of such Designated Senior Indebtedness holders shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to may resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on pursuant to any of its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "“pay its Guaranty"guarantee”) if either of the following (a "Payment Default") occurs (1a) any Designated principal, premium, interest or other amount payable in respect of any Senior Indebtedness of such Guarantor is not paid in full in cash when due; within any applicable grace period (including at maturity) or (2b) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (1) the Payment Default default has been cured or waived and any such acceleration has been rescinded or (2) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty Subsidiary Guarantee without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance holders of any default (other than a Payment Default) with respect to any Designated such issue of Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periodsor, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default if there is no Representative, from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Senior Indebtedness of such Guarantor. No Guarantor may pay its Subsidiary Guarantee during the continuance of any Payment Blockage Period after receipt by the Company and the Trustee of a Payment Blockage Notice under Section 11.03. Unless the Representative of the holders of such issue of Designated Senior Indebtedness giving such Payment Blockage Notice or or, if there is no Representative, the Representative holders of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior IndebtednessIndebtedness and not rescinded such acceleration, any Guarantor shall be entitled to resume (unless otherwise prohibited as described in the first two sentences of this paragraph) payments pursuant to its Guaranty Subsidiary Guarantee after termination the end of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on of principal, premium, if any, or interest pursuant to its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "pay its GuarantyPAY ITS GUARANTY") if either of the following occurs (a "Payment DefaultPAYMENT DEFAULT") occurs ): (1) any portion of any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unlessUNLESS, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; providedPROVIDED, howeverHOWEVER, that any Guarantor shall be entitled to pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any all Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage PeriodPAYMENT BLOCKAGE PERIOD") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) of a written notice (a "Blockage NoticeBLOCKAGE NOTICE") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated terminated: (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; , (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; , or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences above paragraph (but subject to the provisions contained in the first sentence of this SectionSection 12.03), unless the holders of such 101 Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Payment Blockage Period in any consecutive 360-day period, period irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; providedPROVIDED, howeverHOWEVER, that if any Blockage Notice within such 360-day period is given delivered to the Trustee by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than holders of the Bank Indebtedness), a Representative of the Representative holders of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided furtherPROVIDED FURTHER, howeverHOWEVER, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any consecutive 360-day consecutive period, and there must be 181 days during any consecutive 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on (in cash, property, securities or other assets) with respect to its Guaranty or purchase, redeem or otherwise retire retire, acquire or defease any Securities or other Guaranteed Securities Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such Guarantor or the Company is not paid in full in cash when due; due or (2) any other default on Designated Senior Indebtedness of such Guarantor or the Company occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; , unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; providedPROVIDED, howeverHOWEVER, that any Guarantor shall be entitled to pay make any payment with respect to its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any Designated all Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor or the Company pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periodsperiods (a "Non-Payment Default"), such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.terminated

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall make any payment on (in cash, property, securities or other assets) with respect to its Guaranty or purchase, redeem or otherwise retire retire, acquire or defease any Securities Notes or other Guaranteed Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; due or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; , unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cashfull; providedPROVIDED, howeverHOWEVER, that any Guarantor shall be entitled to pay make any payment with respect to its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any all Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantorthe Company) of written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.terminated

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on (in cash, property or other assets) pursuant to any of its Guaranty Indenture Obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities or other Guaranteed Indenture Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs Default occurs: (1) any Designated Obligations with respect to Senior Indebtedness of such Guarantor the Company is not paid in full in cash when due; due or (2) any other default on Designated Senior Indebtedness of such Guarantor the Company occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (x) the Payment Default default has been cured or waived and any such acceleration has been rescinded in writing or (y) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any Designated such Senior Indebtedness with respect to which the Payment Default has occurred and is continuingIndebtedness. During No Guarantor may pay its Guaranty during the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the Period after receipt by the Company and the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice"the Company) of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cashunder Section 11.03. Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Blockage Notice or the Representative of such Designated Senior Indebtedness holders shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to may resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor ------------------------------------------- shall make any payment on its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such Guarantor is not paid in full in cash when due; or (2) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; provided, -------- however, that any Guarantor shall be entitled to pay its Guaranty without regard ------- to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Notice or the Representative of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is -------- ------- given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of ---------------- ------- days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on pursuant to any of its Guaranty or purchase, redeem or otherwise retire or defease any Securities or other Guaranteed Obligations (collectively, "“pay its Guaranty"guarantee”) if either of the following (a "Payment Default") occurs (1a) any Designated principal, premium, interest or other amount payable in respect of any Senior Indebtedness of such Guarantor is not paid in full in cash when due; within any applicable grace period (including at maturity) or (2b) any other default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (1) the Payment Default default has been cured or waived and any such acceleration has been rescinded or (2) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty Subsidiary Guarantee without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any Designated Senior Indebtedness with respect to which the Payment Default has occurred and is continuing. During the continuance holders of any default (other than a Payment Default) with respect to any Designated such issue of Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periodsor, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice") of such default if there is no Representative, from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cash. Notwithstanding the provisions described in the immediately preceding two sentences (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Senior Indebtedness of such Guarantor. No Guarantor may pay its Subsidiary Guarantee during the continuance of any Payment Blockage Period after receipt by the Company and the Trustee of a Payment Blockage Notice under Section 12.03. Unless the Representative of the holders of such issue of Designated Senior Indebtedness giving such Payment Blockage Notice or or, if there is no Representative, the Representative holders of such Designated Senior Indebtedness shall have accelerated the maturity of such Designated Senior IndebtednessIndebtedness and not rescinded such acceleration, any Guarantor shall be entitled to resume (unless otherwise prohibited as described in the first two sentences of this paragraph) payments pursuant to its Guaranty Subsidiary Guarantee after termination the end of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on pursuant to any of its Guaranty obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities Notes or other Guaranteed Obligations (collectively, "pay its GuarantyGuarantee") (other than Subordinated Reorganization Securities and payments and other distributions from any defeasance trust created pursuant to Section 8.01 hereof) if either any principal, interest, fees or other obligations in respect of the following (a "Payment Default") occurs (1) any Designated Senior Indebtedness of such the relevant Guarantor is not paid in full in cash when due; or (2) any other due unless the default on Designated Senior Indebtedness of such Guarantor occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any waived. However, such acceleration has been rescinded or such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty Guarantee without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative of any the Designated Senior Indebtedness of such Guarantor with respect to which the Payment Default event set forth in the immediately preceding sentence has occurred and is continuing. During the continuance of any default (other than a Payment Defaultdefault described in the second preceding sentence) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall may not pay its Guaranty 90 91 Guarantee for a period (a "the Payment Blockage Period") Period commencing upon the receipt by the Trustee of (with a copy to such Guarantor) written notice (of a "Blockage Notice") of such default Notice from the Representative of the holders of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end thereafter (or earlier if such Payment Blockage Period is terminated (1i) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; , (2ii) because a Representative of the holders of such Designated Senior Indebtedness has notified the Trustee that the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; continuing or (3iii) because such Designated Senior Indebtedness has been discharged or repaid in full in cashfull). Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Sectionparagraph), unless the holders of such Designated Senior Indebtedness giving of such Payment Notice Guarantor or the Representative of such Designated Senior Indebtedness shall holders have accelerated the maturity of such Designated Senior Indebtedness, any such Guarantor shall be entitled to may resume payments pursuant to on its Guaranty Guarantee after termination the end of such Payment Blockage Period. No Guarantor Each Guarantee shall not be subject to more than one Payment Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such a Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this SectionSection 12.03, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.

DEFAULT ON SENIOR INDEBTEDNESS OF GUARANTOR. No Guarantor shall may make any payment on (in cash, property or other assets) pursuant to any of its Guaranty Indenture Obligations or purchaserepurchase, redeem or otherwise retire or defease any Securities or other Guaranteed Indenture Obligations (collectively, "pay its Guaranty") if either of the following (a "Payment Default") occurs Default occurs: (1) any Designated Obligations with respect to Senior Indebtedness of such Guarantor the Company is not paid in full in cash when due; due or (2) any other default on Designated Senior Indebtedness of such Guarantor the Company occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms; terms unless, in either case, (x) the Payment Default default has been cured or waived and any such acceleration has been rescinded in writing or (y) such Designated Senior Indebtedness has been paid in full in cash; provided, however, that any Guarantor shall be entitled to may pay its Guaranty without regard to the foregoing if such Guarantor and the Trustee receive written notice approving such payment from the Representative Representatives of any Designated such Senior Indebtedness with respect to which the Payment Default has occurred and is continuingIndebtedness. During No Guarantor may pay its Guaranty during the continuance of any default (other than a Payment Default) with respect to any Designated Senior Indebtedness of such Guarantor pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, such Guarantor shall not pay its Guaranty for a period (a "Payment Blockage Period") commencing upon the Period after receipt by the Company and the Trustee of (with a copy to such Guarantor) written notice (a "Blockage Notice"the Company) of such default from the Representative of such Designated Senior Indebtedness specifying an election to effect a Payment Blockage Period and ending 179 days thereafter. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated (1) by written notice to the Trustee and such Guarantor from the Person or Persons who gave such Blockage Notice; (2) because the default giving rise to such Blockage Notice is cured, waived or otherwise no longer continuing; or (3) because such Designated Senior Indebtedness has been discharged or repaid in full in cashunder Section 10.03. Notwithstanding the provisions described in the immediately preceding two sentences sentence (but subject to the provisions contained in the first sentence of this Section), unless the holders of such Designated Senior Indebtedness giving such Payment Blockage Notice or the Representative of such Designated Senior Indebtedness holders shall have accelerated the maturity of such Designated Senior Indebtedness, any Guarantor shall be entitled to may resume payments pursuant to its Guaranty after termination of such Payment Blockage Period. No Guarantor shall be subject to more than one Blockage Period in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Indebtedness of such Guarantor during such period; provided, however, that if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness of such Guarantor (other than the Bank Indebtedness), the Representative of the Bank Indebtedness shall be entitled to give another Blockage Notice within such period; provided further, however, that in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any 360-day consecutive period, and there must be 181 days during any 360-day consecutive period during which no Payment Blockage Period is in effect. For purposes of this Section, no default or event of default which existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness of such Guarantor initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days.