Common use of Holders Authorize Trustee To Effectuate Subordination of Notes Clause in Contracts

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder’s acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his such Holder’s attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder’s Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness Debt or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his its acceptance thereof of them (whether upon original issue or upon transfer, assignment or exchange of Notes) authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of the Notes, the subordination provisions contained provided in this Article 11Ten, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company Issuer (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors credits or any other marshalling of assets and liabilities otherwise) tending towards liquidation of the Company)business and assets of the Issuer, the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 thirty (30) days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or authorize, consent to or to, accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness Debt or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his attorney-such Holder's attorney- in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness Debt or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11XI and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing cause said claim to be approved. If In the event of any liquidation or reorganization of the Company in bankruptcy, insolvency, receivership or similar proceeding, if the Holders of the Notes (or the Trustee does on their behalf) have not file a proper claim or filed any claim, proof of debt claim, or other instrument of similar character necessary to enforce the obligations of the Company in respect of the form required in such proceeding prior to 30 Notes at least thirty (30) days before the expiration of the time to file such claim or claimsthe same, then in such event, but only in such event, the holders of the Senior Indebtedness Debt or a representative on their representative are behalf may, as an attorney-in-fact for such Holders, file any claim, proof of claim, or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and other instrument of similar character on behalf of the Holders of said Notessuch Holders. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holders' acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the Holders and the holders of Senior Indebtedness, the subordination provisions contained in this Article 11IX, and appoints the Trustee his such Holders' attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation reorganization, assignment for the benefit of creditors or reorganization marshaling of assets of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 thirty (30) days before the expiration of the time to file such claim or claimsproof, then any of the holders of the Senior Indebtedness or their representative are or Representative is hereby authorized to have the right to file and are or authorized, but is hereby authorized not obligated, to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize authorized the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder by its acceptance of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders, the subordination provisions contained provided in this Article 11Ten, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, including in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors credits or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holders' acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the Holders and the holders of Senior Indebtedness, the subordination provisions contained in this Article 11X, and appoints the Trustee his such Holders' attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation reorganization, assignment for the benefit of creditors or reorganization marshaling of assets of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 thirty (30) days before the expiration of the time to file such claim or claimsproof, then any of the holders of the Senior Indebtedness or their representative are or Representative is hereby authorized to have the right to file and are or authorized, but is hereby authorized not obligated, to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize authorized the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Xxxxxx’s acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11X, and appoints the Trustee his such Holder’s attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets and liabilities of LNR tending towards liquidation or reorganization of the Company)business and assets of LNR, the prompt immediate filing of a claim for the unpaid balance of his such Xxxxxx’s Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder’s acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his attorney-such Holder’s attorney- in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder’s Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness Debt or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his its acceptance thereof of them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of the Notes, the subordination provisions contained provided in this Article 11Ten, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company Issuer (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors credits or any other marshalling of assets and liabilities otherwise) tending towards liquidation of the Company)business and assets of the Issuer, the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or authorize, consent to or to, accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof (i) authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained provided in this Article 11and to protect the rights of the Holders pursuant to this Indenture, and (ii) appoints the Trustee his attorney-in-fact for such purpose, including, including in the event of any dissolution, winding up, liquidation Insolvency or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or Liquidation Proceeding with respect to any other marshalling of assets and liabilities of the Company)Guarantor, the prompt timely filing of a claim for of the unpaid balance of his Notes pursuant to Guarantee in the form required in said proceedings proceeding and the causing said of such claim to be approved. If the Trustee does shall not file a proper claim or proof of debt in the form required in such proceeding prior to 30 thirty (30) days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to Representative shall have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said NotesHolders. Nothing herein contained shall be deemed to authorize the Trustee or the holders any Holder of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Notes, the Guarantee or the rights of any Holder thereofHolder, or to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder by its acceptance of the Notes by his acceptance thereof them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Indebtedness and the Holders, the subordination provisions contained provided in this Article 11, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency insolvency, receivership, or receivership similar proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof (i) authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained provided in this Article 11Twelve and to protect the rights of the Holders pursuant to this Indenture, and (ii) appoints the Trustee his attorney-in-fact for such purpose, including, including in the event of any dissolution, winding up, liquidation Insolvency or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or Liquidation Proceeding with respect to any other marshalling of assets and liabilities of the Company)Subsidiary Guarantor, the prompt timely filing of a claim for of the unpaid balance of his Notes pursuant to the Guarantees in the form required in said proceedings proceeding and the causing said of such claim to be approved. If the Trustee does shall not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to Representative shall have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said NotesHolders. Nothing herein contained shall be deemed to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Notes, the Guarantees or the rights of any Holder thereofHolder, or to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes a Note by his its acceptance thereof of such Note authorizes and expressly directs the Trustee on his such Holder's behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of Notes, the subordination provisions contained provided in this Article 11Ten, and appoints the Trustee his such Holder's attorney-in-fact to act for and on behalf of each such Holder of Notes for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company Issuer (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities otherwise) tending towards liquidation of the Company)business and assets of the Issuer, the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained 115 -106- shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on Trustxx xx his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11ARTICLE X, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any xxx xiquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets and liabilities of LNR tending towards liquidation or reorganization of the Company)business and assets of LNR, the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim xxxxx to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his its acceptance thereof of them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of the Notes, the subordination provisions contained provided in this Article 11X, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company Issuer (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors credits or any other marshalling of assets and liabilities otherwise) tending towards liquidation of the Company)business and assets of the Issuer, the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or authorize, consent to or to, accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 1111 and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said 96 104 Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his attorney-such Holder's attorney- in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 1111 and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11X, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets and liabilities of LNR tending towards liquidation or reorganization of the Company)business and assets of LNR, the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his its acceptance thereof of them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of Notes, the subordination provisions contained provided in this Article 11Eleven, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding proceedings prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding. Section 11.13.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his its acceptance thereof of them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders of Notes, the subordination provisions contained provided in this Article 11, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes Securities by his such Holders' acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the Holders and the holders of Senior Indebtedness, the subordination provisions contained in this Article 11X, and appoints the Trustee his such Holders' attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation reorganization, assignment for the benefit of creditors or reorganization marshaling of assets of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling otherwise) tending towards liquidation of the business and assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes such Xxxxxx's Securities in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 thirty (30) days before the expiration of the time to file such claim or claimsproof, then any of the holders of the Senior Indebtedness or their representative are or Representative is hereby authorized to have the right to file and are or authorized, but is hereby authorized not obligated, to file an appropriate claim for and on behalf of the Holders of said NotesSecurities. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities or the rights of any Holder thereof, or to authorize authorized the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof (i) authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained provided in this Article 11Ten and to protect the rights of the Holders pursuant to this Indenture, and (ii) appoints the Trustee his attorney-in-fact for such purpose, including, including in the event of any dissolution, winding up, liquidation Insolvency or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of Liquidation Proceeding with respect to the Company), the prompt timely filing of a claim for the unpaid balance of his Notes in the form required in said proceedings proceeding and the causing said of such claim to be approved. If the Trustee does shall not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to Representative shall have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said NotesHolders. Nothing herein contained shall be deemed to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereofHolder, or to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness Debt or their representative are or is hereby authorized to have the right to file and are or any Representative thereof is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Pursuant to the Indenture, each Holder of the Notes by his its acceptance thereof authorizes authorized and expressly directs directed the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11II and to protect the rights of the Holders pursuant to the Indenture, and appoints appointed the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company Issuer or any Subsidiary Guarantor (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets and liabilities of the CompanyIssuer or any Subsidiary Guarantor), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing cause said claim to be approved. If In the event of any liquidation or reorganization of the Issuer or any Subsidiary Guarantor in bankruptcy, insolvency, receivership or similar proceeding, if the Holders of the Notes (or the Trustee does on their behalf) have not file a proper claim or filed any claim, proof of debt claim, or other instrument of similar character necessary to enforce the obligations of the Issuer or any Subsidiary Guarantor in respect of the form required in such proceeding prior to 30 Notes at least thirty (30) days before the expiration of the time to file such claim or claimsthe same, then the holders of in such event, but only in such event, the Senior Indebtedness Lender Representative on their behalf may, as an attorney-in-fact for such Holders, file any such claim, proof of claim, or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and other instrument of similar character on behalf of the Holders of said Notessuch Holders. Nothing herein contained shall be deemed to authorize the Trustee or Trustee, the holders of Senior Indebtedness Lenders or their respective representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or Trustee, the holders of Senior Indebtedness Lenders or their respective representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder by its acceptance of the Notes by his acceptance thereof them authorizes and expressly directs the Trustee on his its behalf to take such action as may be necessary or appropriate to effectuate effectuate, as between the holders of Senior Debt and the Holders, the subordination provisions contained provided in this Article 11Ten, and appoints the Trustee his its attorney-in-fact for such purposepurposes, including, in the event of any dissolution, winding winding-up, liquidation or reorganization of the Company Issuer (whether in bankruptcy, insolvency insolvency, receivership, reorganization or receivership similar proceedings or upon an assignment for the benefit of creditors credits or any other marshalling of assets and liabilities otherwise) tending towards liquidation of the Company)business and assets of the Issuer, the prompt filing of a claim for the unpaid balance of his its Notes and accrued interest in the form required in said proceedings and causing said claim to be approvedthose proceedings. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness Debt or their representative Representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to authorize or authorize, consent to or to, accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11XI and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company Financeco or Solectron (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the CompanyFinanceco or Solectron), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing cause said claim to be approved. If In the event of any liquidation or reorganization of Financeco or Solectron in bankruptcy, insolvency, receivership or similar proceeding, if the Holders of the Notes (or the Trustee does on their behalf) have not file a proper claim or filed any claim, proof of debt claim, or other instrument of similar character necessary to enforce the obligations of Financeco or Solectron in respect of the form required in such proceeding prior to 30 Notes at least thirty (30) days before the expiration of the time to file such claim or claimsthe same, then in such event, but only in such event, the holders of the Senior Indebtedness Debt or a representative on their representative are behalf may, as an attorney-in-fact for such Holders, file any claim, proof of claim, or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and other instrument of similar character on behalf of the Holders of said Notessuch Holders. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of 99 reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11XI and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company or any Guarantor (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets and liabilities of the CompanyCompany or any Guarantor), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing cause said claim to be approved. If In the event of any liquidation or reorganization of the Company or any Guarantor in bankruptcy, insolvency, receivership or similar proceeding, if the Holders of the Notes (or the Trustee does on their behalf) have not file a proper claim or filed any claim, proof of debt claim, or other instrument of similar character necessary to enforce the obligations of the Company or any Guarantor in respect of the form required in such proceeding prior to 30 Notes at least thirty (30) days before the expiration of the time to file such claim or claimsthe same, then in such event, but only in such event, the holders of the Senior Indebtedness, the Designated Senior Indebtedness or a representative on their representative are behalf may, as an attorney-in-fact for such Holders, file any claim, proof of claim, or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and other instrument of similar character on behalf of the Holders of said Notessuch Holders. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness, Designated Senior Indebtedness or their respective representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness, Designated Indebtedness or their respective representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 15 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness (or their representative are or is Representative)are hereby authorized to have the right to file and are (or is is) hereby authorized to file file, in the name of the Trustee, an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained ; provided that (i) if the holders of the Senior Indebtedness (or their Representative) file any proof of claim as contemplated above and the Trustee shall subsequently file a proof of claim in such proceeding before the expiration of the time to file a proof of claim in such proceeding, such subsequent proof of claim filed by the Trustee shall supersede any such proof of claim theretofore filed by the holders of the Senior Indebtedness (or their Representative), and such proof of claim theretofore filed by the holders of the Senior Indebtedness (or their Representative) shall thereupon be deemed to be withdrawn, and (ii) the foregoing provisions of this paragraph shall not be construed to authorize the Trustee or the holders of the Senior Indebtedness (or their representative Representative) to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereofNotes, or to authorize the Trustee or the holders of the Senior Indebtedness (or their representative Representative) to vote in respect of the claim of any Holder in any such proceeding. This paragraph is intended solely to permit the holders of Senior Indebtedness to preserve their “turnover right” pursuant to the applicable subordination provisions in this Article XII in circumstances where a proof of claim has not been filed by the Trustee before the expiration of the time to file a proof of claim in a bankruptcy proceeding, and nothing herein is intended to impair the rights of the Trustee under Section 6.10 and Section 7.7.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this Article 11XI and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing cause said claim to be approved. If In the event of any liquidation or reorganization of the Company in bankruptcy, insolvency, receivership or similar proceeding, if the Holders of the Notes (or the Trustee does on their behalf) have not file a proper filed any claim, proof of claim or proof other instrument of debt similar character necessary to enforce the obligations of the Company in respect of the form required in such proceeding prior to 30 Notes at least thirty (30) days before the expiration of the time to file such claim or claimsthe same, then in such event, but only in such event, the Representatives under the Credit Agreement or the holders of the an aggregate of at least $5,000,000 principal amount outstanding of any other Senior Indebtedness Debt or a representative on their representative are behalf may, as an attorney-in-fact for such Holders, file any claim, proof of claim, or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and other instrument of similar character on behalf of the Holders of said Notessuch Holders. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness Debt or their representative to vote in respect of the claim of any Holder in any such proceeding. As a condition to taking any action by the Trustee pursuant to this Section 11.9, the Holders shall have offered to the Trustee reasonable security or indemnity against the costs, expenses and liabilities which may be incurred thereby.

Holders Authorize Trustee To Effectuate Subordination of Notes. 34 Each Holder of the Notes by his acceptance thereof (i) authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained provided in this Article 11Section 12.12 and to protect the rights of the Holders pursuant to this Indenture, and (ii) appoints the Trustee his attorney-in-fact for such purpose, including, including in the event of any dissolution, winding up, liquidation Insolvency or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or Liquidation Proceeding with respect to any other marshalling of assets and liabilities of the Company)Subsidiary Guarantor, the prompt timely filing of a claim for of the unpaid balance of his Notes pursuant to the Guarantees in the form required in said proceedings proceeding and the causing said of such claim to be approved. If the Trustee does shall not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to shall have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said NotesHolders. Nothing herein contained shall be deemed to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Notes, the Guarantees or the rights of any Holder thereofHolder, or to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his such Holder's acceptance thereof authorizes and expressly directs the Trustee on his such Holder's behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 11Ten, and appoints the Trustee his such Holder's attorney-in-fact for such purpose, including, in the event of any liquidation, dissolution, winding winding-up, liquidation or reorganization of the Company (whether in bankruptcyreorganization, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling marshaling of assets of the Company tending towards liquidation or reorganization of the business and liabilities assets of the Company), the prompt immediate filing of a claim for the unpaid balance of his such Holder's Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then any of the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or Representative is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained in this 106 114 Article 1111 and to protect the rights of the Holders pursuant to this Indenture, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of the Company), the prompt immediate filing of a claim for the unpaid balance of his Notes in the form required in said proceedings and causing said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate effect the subordination provisions contained in this Article 1110, and appoints the Trustee his attorney-in-fact for such purpose, including, in the event of any dissolution, winding up, liquidation or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the 71 73 benefit of creditors or any other marshalling of assets and liabilities of the Company)) tending towards liquidation of the business and assets of the Company, the prompt immediate filing of a claim for the unpaid balance of its or his Notes in the form required in said proceedings and causing cause said claim to be approved. If the Trustee does not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said Notes. Nothing herein contained shall be deemed to authorize the Trustee or the holders of Senior Indebtedness or their representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof, or to authorize the Trustee or the holders of Senior Indebtedness or their representative to vote in respect of the claim of any Holder in any such proceeding.

Holders Authorize Trustee To Effectuate Subordination of Notes. Each Holder of the Notes by his acceptance thereof (i) authorizes and expressly directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination provisions contained provided in this Article 11and to protect the rights of the Holders pursuant to this Indenture, and (ii) appoints the Trustee his attorney-in-fact for such purpose, including, including in the event of any dissolution, winding up, liquidation Insolvency or reorganization of the Company (whether in bankruptcy, insolvency or receivership proceedings or upon an assignment for the benefit of creditors or any other marshalling of assets and liabilities of Liquidation Proceeding with respect to the Company), the prompt timely filing of a claim for the unpaid balance of his Notes in the form required in said proceedings proceeding and the causing said of such claim to be approved. If the Trustee does shall not file a proper claim or proof of debt in the form required in such proceeding prior to 30 days before the expiration of the time to file such claim or claims, then the holders of the Senior Indebtedness or their representative are or is hereby authorized to Representative shall have the right to file and are or is hereby authorized to file an appropriate claim for and on behalf of the Holders of said NotesHolders. Nothing herein contained shall be deemed to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereofHolder, or to authorize the Trustee or the holders any holder of Senior Indebtedness or their representative Representative to vote in respect of the claim of any Holder in any such proceeding.