Common use of Notice to Trustee Clause in Contracts

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenEight. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEight, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEight, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided thathowever, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf attorney-in-fact therefor). The Trustee shall immediately notify the Company by telephone of the receipt of any such holder. (b) notice. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Subordinated Securities. Failure to give such notice shall not affect the subordination of the Securities pursuant to Senior Debt. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Subordinated Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if a Responsible Officer of the Trustee shall not have received the notice provided for in this Section 14.6 received, at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such money may become payable for any purpose (including, without limitationpurpose, the payment of the principal of, premium, if any, or interest on any Security)notice with respect to such money provided for in this Section 12.04, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Companydate. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenTwelve, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenTwelve. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office corporate trust office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 12.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 12.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 12.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenTwelve, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andTwelve, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenEleven. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office corporate trust office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 11.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 11.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 11.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEleven, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEleven, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee therefor or agent thereoffrom any Entitled Persons in respect of Other Financial Obligations; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior . Subject to the date upon which, by the terms provisions of this Indenture, any monies shall become payable for any purpose (including, without limitationSection 601, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, therefor) or other representative of, such holder) an Entitled Person in respect of Other Financial Obligations to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee therefor) or representative on behalf an Entitled Person in respect of any such holder. (b) Other Financial Obligations. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness or an Entitled Person in respect of Other Financial Obligations to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may may, but shall not be required to, request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness or other Financial Obligations held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Corporation shall give prompt written notice to the Trustee of any fact known to the Company Corporation that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Corporation or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The 5 or any other provision of this Indenture, the Trustee shall not at any time be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee Trustee, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a from the holder or holders of Senior Debt Indebtedness or from their representative or representatives or from the trustee or agent thereoftrustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness have been issued; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Sections 9.1 and 9.2, shall be entitled to assume conclusively that no such facts do not exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a representative of such holder or the trustee on behalf of, or other representative of, under any indenture pursuant to which any instruments evidencing any of such holderSenior Indebtedness have been issued) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen5, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person each person under this Article Fourteen 5, and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee a Responsible Trust Officer shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor (whether or not the facts contained in such notice are true); and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.01, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person person to receive such payment.

Notice to Trustee. (a) The Company Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen10. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the CompanyIssuer, or by a holder of Senior Debt or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six7, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 10.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company Issuer and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 10.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 10.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Fourteen10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and10, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee therefor or agent representative thereof; , and prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 6.1, shall be entitled in all respects to assume that no such facts exist; provided thatPROVIDED, HOWEVER, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to the date such applicationamounts may be payable. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice notice, and proof of ownership acceptable to the Trustee, by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, therefor or other representative of, such holderthereof) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee therefor or representative on behalf of any such holder. (b) thereof). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant of any series. Failure to give such notice shall not affect the subordination of the Securities of such series to Senior Indebtedness. Notwithstanding the provisions of this Article Fourteen. The [One] or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities of such series, unless and until the Trustee shall have received written notice thereof in writing at its Corporate Trust Office to that effect signed the manner prescribed by an Officer of this Indenture from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section [regarding the duties and responsibilities of the Trustee], shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 received, at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal ofamount, premium, if anyinterest, or interest on such other amounts as may be provided for in this Indenture in respect of any Security), the notice with respect to such money provided for in this Section [1.11], then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have the full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit [regarding the right duties and responsibilities of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if Trustee], the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen[One], the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen and[One], and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The XII or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 12.8 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Companydate. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent, representative or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee trustee, agent, representative or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenXII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXII, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The XIV or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to before the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 10.02, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself such Person to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The 5 or any other provision of this Indenture, the Trustee shall not at any time be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee Trustee, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a from the holder or holders of Senior Debt Indebtedness or from their representative or representatives or from the trustee or agent thereoftrustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness have been issued; and and, prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled to assume conclusively that no such facts do not exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a representative of such holder or the trustee on behalf of, or other representative of, under any indenture pursuant to which any instruments evidencing any of such holderSenior Indebtedness have been issued) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen5, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person each person under this Article Fourteen 5, and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereofother representative therefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Sections 7.1 and 7.2, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior . Subject to the date upon which, by the terms provisions of this Indenture, any monies shall become payable for any purpose (including, without limitationSections 7.1 and 7.2, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and10, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two five Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security)purpose, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within five Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (Indebtedness or a trustee on behalf of, or other representative of, such holder) therefor to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) therefor. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenFifteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 15.6 at least two three Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, of or premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date three Business Day period except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 15.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article FourteenFifteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenFifteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen Fifteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the actual knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee a Responsible Officer shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor (whether or not the facts contained in such notice are true); and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, or ) interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall Each of UCC, UFN, Unilever PLC and UNUS agrees to give prompt written notice to the Trustee and to any Paying Agent of any fact known to UCC, UFN, Unilever PLC or UNUS, as the Company that case may be, which would prohibit the making of any payment of moneys to or by the Trustee or any Paying Agent in respect of the Debt Securities of any series pursuant to the provisions of this Article. Regardless of anything to the contrary contained in this Article Fourteen. The or elsewhere in this Indenture, the Trustee shall not be charged with the knowledge of the existence of any Senior Debt of UCC, UFN, Unilever PLC or UNUS or of any default or event of default with respect to any such Senior Debt or of any other facts that which would prohibit the making of any payment of moneys to or by the Trustee Trustee, unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer officer of the CompanyUCC, UFN, Unilever PLC or UNUS, or by a holder or agent of a holder of any such Senior Debt who shall have been certified to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee or agent thereof; and under any indenture pursuant to which any such Senior Debt shall be outstanding, and, prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSection 6.01, be entitled to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 on a date at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies such moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or any interest on any Security)Debt Securities of any series) the Trustee shall not have received with respect to such moneys the notice provided for in this Section, then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company such moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for date. 95 Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by an acceleration Issuer or the Trustee to the Holders of the Debt Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior series of amounts in connection with a redemption of Debt Securities of such series if (or a trustee on behalf of, or other representative of, i) notice of such holder) to establish that such notice redemption has been given pursuant to Article XI prior to the receipt by a holder the Trustee of written notice as aforesaid, and (ii) such Senior Debt notice of redemption is given not earlier than 60 days before the Redemption Date, or a trustee or representative on behalf of any such holder. (b) In the event that any payment by the Trustee determines in good faith that any evidence is required with respect to the right Holders of Debt Securities of any Person as a holder series of Senior Debt to participate in any payment or distribution amounts deposited with it pursuant to this Article Fourteen, the Trustee may request such Person Sections 4.01 or 14.01 subject to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution Sections 16.04 and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment16.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Notes. Notwithstanding the provisions of this Article Fourteen. The 5 or any other provision of this First Supplemental Indenture, the Trustee shall not at any time be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee Trustee, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a from the holder or holders of Senior Debt Indebtedness or trustee from their Representative or agent thereofRepresentatives; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Sections 7.01 and 7.02 of the Indenture, shall be entitled to assume conclusively that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, Representative of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf Representative of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen5, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person each person under this Article Fourteen and5, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenFifteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 15.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, of or premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 15.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article FourteenFifteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenFifteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen Fifteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities. Failure to give such notice shall not affect the subordination of the Securities pursuant to Senior Indebtedness. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice thereof at the address specified in writing at its Corporate Trust Office to that effect signed by an Officer of Section 14.02 from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 9.01, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if a Responsible Officer of the Trustee shall not have received the notice provided for in this Section 14.6 received, at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such money may become payable for any purpose (including, without limitation, the payment of the principal ofPrincipal Amount, premiumIssue Price, accrued Original Issue Discount, Redemption Price, Purchase Price, Change in Control Purchase Price or interest, if any, or interest on as the case may be, in respect of any Security), the notice with respect to such money provided for in this Section 1010, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 9.01, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the subordination provisions of this Article FourteenXV. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixVII, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 15.06 at least two Business Days prior to the date upon which, by the terms of this Indenturehereof, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any SecurityNote), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date date, except for an acceleration of the Securities Notes prior to such application. Nothing contained in this Section 14.6 15.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article FourteenXV. The foregoing shall not apply if the Paying Agent paying agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenXV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen XV and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. If the Company elects to redeem Notes pursuant to Section 3.01(a) or Section 3.01(b), it shall furnish to the Trustee, (ai) The at least 30 days (or such shorter period as the Trustee consents to in its sole judgment) but not more than 60 days before notice of a redemption is to be mailed to Holders, an Officers’ Certificate stating that the Company shall give prompt written is redeeming Notes pursuant to Section 3.01(a) or Section 3.01(b), as the case may be, the date notice of redemption is to be mailed to Holders, the redemption date, the aggregate principal amount of Notes to be redeemed, the redemption price for such Notes, any calculations pursuant to Section 3.01(a) or (b), the amount of accrued and unpaid interest on such Notes as of the redemption date and, if applicable, the manner in which Notes are to be selected for redemption, in accordance with Section 3.03, if less than all outstanding Notes are to be redeemed. If the Trustee is not the Registrar, the Company shall, concurrently with delivery of its notice to the Trustee of any fact known a redemption, cause the Registrar to deliver to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date certificate (upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to rely) setting forth the reasonable satisfaction of name of, and the Trustee as to the aggregate principal amount of Senior Debt Notes held by such Personeach Holder. If the Company is required to offer to purchase Notes pursuant to Section 4.13 or 4.14, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished it shall furnish to the Trustee, at least seven Business Days (or such shorter period as the Trustee consents to in its sole judgment) before notice of the corresponding Offer is to be mailed to Holders, an Officers’ Certificate setting forth that the Offer is being made pursuant to Section 4.13 or 4.14, as the case may defer any payment be, the Purchase Date, the maximum principal amount of Notes the Company is offering to purchase pursuant to such Person pending judicial determination Offer, the purchase price for such Notes, the amount of accrued and unpaid interest on such Notes as of the Purchase Date and, if applicable, the manner in which Notes are to be selected for purchase, in accordance with Section 3.03, if less than all outstanding Notes are to be purchased. The Company will also provide the right of such Person to receive such paymentTrustee with any additional information that the Trustee reasonably requests in connection with any redemption or Offer.

Notice to Trustee. (a) The Company Corporation shall give prompt written notice to the Trustee of any fact known to the Company Corporation that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Corporation or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself such Person to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article FourteenSeven. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixEleven of the Indenture, be entitled to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 7.6 at least two Business Days prior to the date upon which, which by the terms of the Indenture and this Indenture, Supplemental Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any SecurityNote), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 7.6 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 7.3. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenSeven, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andSeven, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenFifteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 15.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 15.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article FourteenFifteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenFifteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen Fifteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenArticle. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.02 or 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant or Coupons. Failure to give such notice shall not affect the subordination of the Securities or Coupons to Senior Indebtedness. Notwithstanding the provisions of this Article Fourteen. The 13 or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities or Coupons, unless and until the Trustee shall have received written notice thereof at the address specified in writing at its Corporate Trust Office to that effect signed by an Officer of Section 11.4 from the Company, Issuer or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefore; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 6.1, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if a Responsible Officer of the Trustee shall not have received the notice provided for in this Section 14.6 received, at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such money may become payable for any purpose (including, including without limitation, the payment of the principal of, premium, if any, of or interest on any SecuritySecurity or Coupon), the notice with respect to such money provided for in this Section 13.10, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely reply on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen13, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as a to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen and13, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The 10 or any provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the CompanyCompany or a Senior Indebtedness Representative; and, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 10.09 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal ofprincipal, premium, premium (if any), Equity Offering Redemption Price, Redemption Price, Change of Control Purchase Price, Net Proceeds Offer Price or interest on (if any), and any other payment required to be made hereunder in connection with any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. date. (b) The Trustee shall be entitled to rely on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself or itself to be a Senior Indebtedness Representative or a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) agent therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and10, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Corporation shall give prompt written notice to the Trustee of any fact known to the Company Corporation that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Corporation or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticePROVIDED, the Trustee shallHOWEVER, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 13.8 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, including the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) In the event that attorney-in-fact therefor). If the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenXIII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXIII, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Corporation shall give prompt written notice to the Trustee of any fact known to the Company that Corporation which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Corporation or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holderattorney-in- fact therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee assigned to its Corporate Trust Office of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received notice in writing at assigned to its Corporate Trust Office to that effect signed by an Officer of shall have received written notice thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on and any Additional Amounts with respect to any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, agent, representative or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Each of the Guarantor and the Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Guarantor or the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The XII or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Guarantor or by the Company or a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 12.8 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. date. (b) The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent, representative or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee trustee, agent, representative or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenXII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXII, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The XIII or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior and Subordinated Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 13.10 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior and Subordinated Debt (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior and Subordinated Debt (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior and Subordinated Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior and Subordinated Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The ARTICLE XII or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticePROVIDED, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 SECTION 12.8 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. date. (b) The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent, representative or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee trustee, agent, representative or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenARTICLE XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andARTICLE XII, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Guarantor shall give prompt written notice to the Trustee or paying agent of any fact known to the Company that Guarantor which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant Debt Securities. Failure to give such notice shall not affect the subordination of the Guarantee to Guarantor Senior Indebtedness. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee or paying agent shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee or paying agent in respect to the Debt Securities pursuant to this Article XV, unless and until the Trustee or paying agent shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of from the Company, Guarantor or by a holder of Guarantor Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 7.02, or paying agent shall be entitled in all respect to assume that no such facts exist; provided thatprovided, however, that if an Officer of the Trustee or paying agent shall not have received the notice provided for in this Section 14.6 received, at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such money may become payable for any purpose (including, without limitation, the payment pursuant to the Guarantee of the principal of, premium, if any, of or interest any premium or Interest on any Debt Security), the notice with respect to such money provided for in this Section 15.10, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee or paying agent shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteendate. The foregoing shall not apply if Trustee, subject to the Paying Agent is the Company. The Trustee provisions of Section 7.02, or paying agent shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Guarantor Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Guarantor Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee or paying agent determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Guarantor Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenXV, the Trustee or paying agent may request such Person to furnish evidence to the reasonable satisfaction of the Trustee or paying agent as to the amount of Guarantor Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXV, and if such evidence is not furnished to the Trusteefurnished, the Trustee or paying agent may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company that which would prohibit the making of any payment of moneys to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article Fourteenor would end such prohibition. The Regardless of anything to the contrary contained in this Article or elsewhere in this Indenture, the Trustee shall not be charged with the knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment of moneys to or by the Trustee or which would end such prohibition, unless and until a Responsible Officer of the Trustee shall have received notice in writing at its principal Corporate Trust Office to that effect signed by an Officer officer of the Company, or by a holder or agent of a holder of Senior Debt Indebtedness or by the trustee under any indenture pursuant to which Senior Indebtedness shall be outstanding, who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent thereof; and or trustee, and, prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSections 7.01 and 7.02, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 on a date at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies such moneys shall become payable for any purpose (including, without limitation, the payment of the principal Principal of, premium, if any, or interest on any Security)) the Trustee shall not have received with respect to such moneys the notice of prohibition provided for in this Section, then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company such moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article 3 prior to the receipt by a Responsible Officer of the Securities prior Trustee of written notice of prohibition as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to such application. Nothing contained in this Section 14.6 shall limit the right Securityholders of the holders of Senior Debt amounts deposited with it pursuant to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySections 8.01, 8.05 or 8.06. The Trustee shall be entitled to rely on the delivery to it a Responsible Officer of the Trustee of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative agent on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuers shall give prompt written notice to the Trustee of any fact known to the Company that Issuers which would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article Fourteen12. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt of a Guarantor or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Companyan Issuer, or by a holder of Senior Debt of a Guarantor or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six7, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 12.5 shall limit the right of the holders of Senior Debt of a Guarantor to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 12.3. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt of a Guarantor (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt of a Guarantor to participate in any payment or distribution pursuant to this Article Fourteen12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and12, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect to the Securities. Notwithstanding the provisions of this Article or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, or by a holder of Senior Debt Indebtedness or trustee from any trustee, fiduciary or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two one Business Days Day prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within one Business Day prior to such application. Nothing contained in this Section 14.6 date; provided, further, however, that such receipt and application shall limit not affect the right rights of the holders of Senior Debt Indebtedness, including any right such holders may have to recover payments as contemplated by this Article Fourteenthe payment over of any such money, against the Holders of the Securities. The foregoing Trustee agrees that its declaration, or the declaration by the Holders of the Requisite Amount of Securities Outstanding, that the principal amount of all of the Securities is immediately due and payable pursuant to Article Five shall not apply if be constructive notice to the Paying Agent is Trustee of the Companyexistence of facts that would prohibit the Trustee's making of any payment of monies or taking of any other action under this Indenture. The Subject to the provisions of Section 601, the Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holderagent therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, fiduciary or representative on behalf of any such holder. (b) agent therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Corporation shall give prompt written notice to the Trustee of any fact known to the Company Corporation that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Corporation or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holderattorney-in- fact therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. If the Company elects or is required to redeem Notes in accordance with the terms thereof it shall furnish to the Trustee, at least 30 days but not more than 60 days before notice of any redemption is to be mailed to Holders (a) The or such shorter times as may be satisfactory to the Trustee), an Officers' Certificate stating that the Company shall give prompt written has elected or is required to redeem Notes pursuant to paragraph 2 of the Notes, the date notice of redemption is to be mailed to Holders, the redemption date, the aggregate principal amount of Notes to be redeemed, the redemption price for such Notes, the amount of accrued and unpaid interest on such Notes as of the redemption date and the manner in which Notes are to be selected for redemption if less than all Outstanding Notes are to be redeemed. If the Trustee is not the Registrar, the Company shall, concurrently with delivery of its notice to the Trustee of any fact known a redemption, cause the Registrar to deliver to the Company that would prohibit the making of any payment to or by Trustee a certificate (upon which the Trustee in respect may rely) setting forth the name of, and the aggregate principal amount of Notes held by each Holder. If the Securities Company is required to offer to purchase Notes pursuant to the provisions of this Article Fourteen. The Trustee Sections 10.11 or 10.16, it shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior furnish to the receipt of any such written noticeTrustee, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior before notice of the corresponding Offer is to be mailed to Holders, an Officers' Certificate setting forth that the date upon whichOffer is being made pursuant to Sections 10.11 or 10.16, by as the terms of this Indenture, any monies shall become payable for any purpose (including, without limitationcase may be, the payment Change of Control Purchase Date or the Net Available Cash Offer Purchase Date, the maximum principal amount of Notes the Company is offering to purchase pursuant to such Offer, the purchase price for such Notes, and the amount of accrued and unpaid interest on such Notes as of the principal ofChange of Control Purchase Date or the Net Available Cash Offer Purchase Date, premium, if any, or interest on any Security), then, notwithstanding anything herein to as the contrary, case may be. The Company will also provide the Trustee shall have full power and authority to receive with any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event additional information that the Trustee determines reasonably requests in good faith that connection with any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment redemption or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such paymentOffer.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided thatPROVIDED, HOWEVER, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Companydate. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, agent or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, agent or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Each Guarantor shall give prompt written notice to the Trustee of any fact known to the Company that each such Guarantor which would prohibit the making of any payment to or by the Trustee in respect of the Securities each such Guarantee pursuant to the provisions of this Article FourteenTwelve, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein. The Regardless of anything to the contrary contained in this Article Twelve or elsewhere in this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Guarantor Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Companyfrom such Guarantor, or by from a holder of Guarantor Senior Debt or trustee or agent thereof; and a Representative therefore, and, prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled to assume (in the absence of actual knowledge to the contrary) that no such facts exist; provided exist (PROVIDED that, if notwithstanding the Trustee foregoing, the Holders of the Notes receiving any payments made in contravention of Section 12.02 and/or 12.03 (and the respective such payments shall not have received the notice provided for in this Section 14.6 at least two Business Days prior otherwise be subject to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment provisions of the principal of, premium, if any, or interest on any Securityfirst sentence of Section 12.02(a) and Section 12.03), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written any notice by a Person representing himself or itself pursuant to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) this Section 12.07 to establish that such notice has been given by a holder of such Guarantor Senior Debt (or a trustee or representative on behalf of any such holder. (b) Representative therefore). In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Guarantor Senior Debt to participate in any payment or distribution pursuant to this Article FourteenTwelve, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount amounts of Guarantor Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andTwelve, and if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or from any trustee or agent thereofother Representative therefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 by at least two 12:00 noon New York City time one Business Days Day prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of and any premium or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities 12:00 noon New York time one Business Day prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holderRepresentative therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee or representative on behalf of any such holder. (b) other Representative therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticePROVIDED, the Trustee shallHOWEVER, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The XII or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided thatPROVIDED, HOWEVER, that if the Trustee shall not have received the notice provided for in this Section 14.6 12.09 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.01, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenXII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXII, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of SECTION 6.1, shall be entitled in all respects to assume that no such facts exist; provided thatPROVIDED, HOWEVER, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days SECTION 12.5 prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Section 14.6 shall limit Subject to the right provisions of SECTION 6.1, the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee trustee, agent or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. If the Company elects to redeem Notes pursuant to Section 3.07 it shall furnish to the Trustee, at least 30 but not more than 60 days before notice of any redemption is to be mailed to Holders (a) The or such shorter times as may be satisfactory to the Trustee), an Officers' Certificate stating that the Company shall give prompt written has elected to redeem Notes pursuant to Section 3.07, the date notice of redemption is to be mailed to Holders, the redemption date, the aggregate principal amount of Notes to be redeemed, the redemption price for such Notes, the amount of accrued and unpaid interest on such Notes as of the redemption date and the manner in which Notes are to be selected for redemption if less than all outstanding Notes are to be redeemed. If the Trustee is not the Registrar, the Company shall, concurrently with delivery of its notice to the Trustee of any fact known a redemption, cause the Registrar to deliver to the Company that would prohibit the making of any payment to or by Trustee a certificate (upon which the Trustee in respect may rely) setting forth the name of, and the aggregate principal amount of Notes held by each Holder. If the Securities Company is required to offer to purchase Notes pursuant to the provisions of this Article Fourteen. The Trustee Section 4.13 or 4.14, it shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior furnish to the receipt of any such written noticeTrustee, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior before notice of the corresponding Offer is to be mailed to Holders, an Officers' Certificate setting forth that the date upon whichOffer is being made pursuant to Section 4.13 or 4.14, by as the terms of this Indenture, any monies shall become payable for any purpose (including, without limitationcase may be, the payment Purchase Date, the maximum principal amount of Notes the Company is offering to purchase pursuant to such Offer, the purchase price for such Notes, and the amount of accrued and unpaid interest on such Notes as of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, Purchase Date. The Company will also provide the Trustee shall have full power and authority to receive with any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event additional information that the Trustee determines reasonably requests in good faith that connection with any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment redemption or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such paymentOffer.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenEight. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEight, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEight, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee in the form of an Officers' Certificate of any fact known to the Company that which would prohibit the making of any payment of money to or by the Trustee in respect of the QUIDS pursuant to the provisions of this Article. Notwithstanding the provisions of this Article or any other provisions of this Supplemental Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities QUIDS pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee Article, unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of written notice thereof from the Company, Company or by a holder or holders of Senior Debt Indebtedness or from any trustee or agent thereoftherefor at least two Business Days prior to such payment date; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Six, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen the Article, and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment. SECTION 407. Reliance on Certificate of Liquidating Agent. Upon any payment or distribution referred to in this Article, the Trustee, and the Holders of the QUIDS shall be entitled to rely upon any order or decree entered by any court of competent jurisdiction in which a dissolution, winding up or total or partial liquidation or reorganization of the Company is pending, or a certificate of the trustee in bankruptcy, liquidating trustee, custodian, receiver, assignee for the benefit of creditors, agent or other Person making such payment or distribution, delivered to the Trustee or to the Holders of the QUIDS, for the purpose of ascertaining the Persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee therefor or agent thereoffrom any Entitled Persons in respect of Other Financial Obligations; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, (and premium, if any, ) or interest on any Security), then, security) then notwithstanding anything herein to the contrarycontrary herein, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.01, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, therefor) or other representative of, such holder) an Entitled Person in respect of Other Financial Obligations to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee therefor) or representative on behalf an Entitled Person in respect of any such holder. (b) Other Financial Obligations. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness or an Entitled Person in respect of Other Financial Obligations to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness or other Financial Obligations held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant or Coupons. Failure to give such notice shall not affect the subordination of the Securities or Coupons to Senior Indebtedness. Notwithstanding the provisions of this Article Fourteen. The Seventeen or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities or Coupons, unless and until the Trustee shall have received written notice thereof in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, manner provided in Section 105 from the Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 601, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if a Responsible Officer of the Trustee shall not have received the notice provided for in this Section 14.6 received, at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any SecuritySecurity or Coupon), the notice with respect to such money provided for in this Section 1710, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative agent on behalf of any such holder. (b) ). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenSeventeen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andSeventeen, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Debentures. Notwithstanding the provisions of this Article Fourteen. The 4 or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or distribution by the Trustee in respect of the Debentures, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 9.01, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 4.09 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security)purpose, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 9.01, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen4 (although the Trustee is not obligated to make such determination), the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and4, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Issuer or by a holder of Senior Debt or Subordinated Indebtedness of the Issuer or from any trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 6.1, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, Principal or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt or Subordinated Indebtedness of the Issuer (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt or Subordinated Indebtedness of the Issuer (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt or Subordinated Indebtedness of the Issuer to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt or Subordinated Indebtedness of the Issuer held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Notes. Notwithstanding the provisions of this Article Fourteen. The XI or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would which could prohibit the making of any payment to or by the Trustee in respect of the Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof specifically referencing this Article XI from the Company, Company or by a holder of Senior Debt of the Company or from any Representative or trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 8.01, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 11.10 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall become money may became payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any SecurityNote), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 8.01, the right of Trustee and the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee Holders shall be entitled to rely on the delivery to it Representative for the holders of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (for the purpose of ascertaining the Persons entitled to participate in any payment or a trustee on behalf of, or other representative of, such holder) distribution pursuant to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) this Article XI. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt of the Company to participate in any payment or distribution pursuant to this Article FourteenXI, the Trustee may request such Person each person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andXI, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen10. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office corporate trust office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six7, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 10.06 at least two Business Days business days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regard- less of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 10.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 10.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen10, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen and10, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. If the Company elects to redeem Notes pursuant to Section 13.07 it shall furnish to the Trustee, at least 30 days but not more than 60 days before notice of any redemption is to be mailed to Holders (a) The or such shorter times as may be satisfactory to the Trustee), an Officers' Certificate stating that the Company shall give prompt written has elected to redeem Notes pursuant to Section 13.07, the date notice of redemption is to be mailed to Holders, the redemption date, the aggregate principal amount of Notes to be redeemed, the redemption price for such Notes, the amount of accrued and unpaid interest on such Notes as of the redemption date and the manner in which Notes are to be selected for redemption if less than all Outstanding Notes are to be redeemed. If the Trustee is not the Registrar, the Company shall, concurrently with delivery of its notice to the Trustee of any fact known a redemption, cause the Registrar to deliver to the Company that would prohibit the making of any payment to or by Trustee a certificate (upon which the Trustee in respect may rely) setting forth the name of, and the aggregate principal amount of Notes held by each Holder. If the Securities Company is required to offer to purchase Notes pursuant to the provisions of this Article Fourteen. The Trustee Sections 10.11 or 10.16, it shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior furnish to the receipt of any such written noticeTrustee, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior before notice of the corresponding Offer is to be mailed to Holders, an Officers' Certificate setting forth that the date upon whichOffer is being made pursuant to Sections 10.11 or 10.16, by as the terms of this Indenture, any monies shall become payable for any purpose (including, without limitationcase may be, the payment Change of Control Purchase Date or the Net Available Cash Offer Purchase Date, the maximum principal amount of Notes the Company is offering to purchase pursuant to such Offer, the purchase price for such Notes, and the amount of accrued and unpaid interest on such Notes as of the principal ofChange of Control Purchase Date or the Net Available Cash Offer Purchase Date, premium, if any, or interest on any Security), then, notwithstanding anything herein to as the contrary, case may be. The Company will also provide the Trustee shall have full power and authority to receive with any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) In the event additional information that the Trustee determines reasonably requests in good faith that connection with any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment redemption or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such paymentOffer.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee at its Corporate Trust Office in respect of the Notes. Notwithstanding the provisions of this Article 7 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, fiduciary or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixprovisions of this Section 7.09, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior . (b) Subject to the date upon which, by the terms provisions of this Indenture, any monies shall become payable for any purpose (including, without limitationSection 8.01 hereof, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it and the Company of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holderagent therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, fiduciary or representative agent therefor); provided, however, that failure to give such notice to the Company -------- ------- shall not affect in any way the right of the Trustee to rely on behalf of any such holder. (b) notice. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen7, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and7, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee and to any paying agent of any fact known to the Company that which would prohibit the making of any payment of moneys to or by the Trustee or any paying agent in respect of the Securities pursuant to the provisions of this Article. Regardless of anything to the contrary contained in this Article Fourteen. The or elsewhere in this Indenture, the Trustee shall not be charged with the knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment of moneys to or by the Trustee Trustee, unless and until the Trustee shall have received notice in writing at its principal Corporate Trust Office to that effect signed by an Officer officer of the Company, or by a holder or agent of a holder of Senior Debt Indebtedness who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee to be such holder or agent, or by the trustee or agent thereof; and under any indenture pursuant to which Senior Indebtedness shall be outstanding, and, prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSections 7.01 and 7.02, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 on a date at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies such moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premiuminterest, if anyaccrued original issue discount, redemption price, or interest on any other amount due and payable with respect to any Security)) the Trustee shall not have received with respect to such moneys the notice provided for in this Section, then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company such moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration date. Regardless of anything to the contrary herein, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article 8.01 prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such application. Nothing contained in this notice of redemption is given not earlier than 60 days before the redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company8.01. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee or agent on behalf of, or other representative of, of such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company Guarantor shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company Guarantor that would prohibit the making of any payment to or by the Trustee in respect of the Securities Guarantee pursuant to this Article. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Guarantee pursuant to this Article, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Guarantor or by a holder of Guarantor Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment pursuant to the Guarantee of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. date. (b) The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself herself to be a holder of any Guarantor Senior Debt (or a trustee on behalf oftrustee, agent, representative or other representative of, such holderattorney-in-fact therefor) to establish that such notice has been given by a holder of such Guarantor Senior Debt (or a trustee trustee, agent, representative or representative on behalf of any such holder. (b) attorney-in-fact therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Guarantor Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Guarantor Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to of any series. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of any Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or from any trustee therefor or agent representative thereof; and and, prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 1609 at least two (2) Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of of, the principal of, premium, if any, of or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two (2) Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 601, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice notice, by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, therefor or other representative of, such holderthereof) to establish that such notice has been given by a holder of such Senior Debt (or a trustee therefor or representative on behalf of any such holder. (b) thereof). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to Notwithstanding the provisions of this Article XIII or any other provisions of this Indenture, neither the Trustee nor any paying agent (other than the Company) shall be charged with knowledge of the existence of any fact known to the Company that Senior Indebtedness or of any event which would prohibit the making of any payment of moneys to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee such paying agent, unless and until the Trustee or such paying agent shall have received notice (in writing the case of the Trustee, at its Corporate Trust Office Office) written notice thereof from the Company or from the holder of any Senior Indebtedness or from the Trustee for any such Senior Indebtedness, together with proof satisfactory to that effect signed by an Officer the Trustee of such holding of Senior Indebtedness or of the Companyauthority of such Trustee; provided, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written noticehowever, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall such moneys may become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security)) the Trustee shall not have received with respect to such moneys the notice provided for in this Section 13.6, then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such moneys and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that contrary, which may be received by it on or after such prior date except for an acceleration of the Securities three Business Days prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Companydate. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee Trustee on behalf of, or other representative of, of such holderSenior Indebtedness) to establish that such a notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative Trustee on behalf of any the holders of such holder. (b) Senior Indebtedness. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenXIII, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article Fourteen XIII and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The 12 or any other provision of this Indenture, the Trustee shall not at any time be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee Trustee, unless and until a Trust Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a from the holder or holders of Senior Debt Indebtedness or from their representative or representatives or from the trustee or agent thereoftrustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness have been issued; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Sections 8.1 and 8.2, shall be entitled to assume conclusively that no such facts do not exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely conclusively on the delivery to it of a written notice by a Person person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a representative of such holder or the trustee on behalf of, or other representative of, under any indenture pursuant to which any instruments evidencing any of such holderSenior Indebtedness have been issued) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen12, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person each person under this Article Fourteen 12, and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, agent or agent thereofrepresentative therefor; and prior to the receipt of any such written noticeprovided, the Trustee shallhowever, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall may become payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any such monies from the Company and to apply the same to the purpose for which they were received, received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 6.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article FourteenEleven. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 11.06 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any SecurityNote), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities Notes prior to such application. Nothing contained in this Section 14.6 11.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article FourteenEleven. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEleven, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen Eleven and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenArticle. Failure to give such notice to the Trustee shall not affect the subordination of the Securities to Senior Debt. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.02 or 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee at its Corporate Trust Office in respect of the Notes. Notwithstanding the provisions of this Article 11 or any other provision of this Indenture, the 105 Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, fiduciary or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of this Section 11.9, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior . (b) Subject to the date upon which, by the terms provisions of this Indenture, any monies shall become payable for any purpose (including, without limitationSection 7.1 hereof, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holderagent therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, fiduciary or representative agent therefor); provided, however, that failure to give such -------- ------- notice to the Company shall not affect in any way the ability of the Trustee to rely on behalf of any such holder. (b) notice. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen11, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and11, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee in respect of the Securities, unless and until a Responsible Officer of the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt or trustee from any trustee, agent or agent thereofrepresentative therefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 5.1, shall be entitled ----------- in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days 11.5 ------------ prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, including without limitation, limitation the payment of the principal of, of (and premium, if any, ) or interest on any Security), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities within two Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 5.1, the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be ----------- entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt (or a trustee trustee, agent or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenEleven, the ------- ------ Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEleven, and if such evidence is not furnished to the Trustee------- ------ furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written ------------------------ notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article FourteenTen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 10.06 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any SecurityNote), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities Notes prior to such application. Nothing contained in this Section 14.6 10.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article FourteenTen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenTen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen Ten and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuers shall give prompt written notice to the Trustee of any fact known to the Company that Issuers which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenEight. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of each of the CompanyIssuers, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company Issuers and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEight, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEight, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Securities. Notwithstanding the provisions of this Article Fourteen. The 5 or any other provision of this Indenture, the Trustee shall not at any time be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee Trustee, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a from the holder or holders of Senior Debt Indebtedness or from their representative or representatives or from the trustee or agent thereoftrustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness have been issued; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Sections 9.1 and 9.2, shall be entitled to assume conclusively that no such facts do not exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or itself herself to be a holder of any Senior Debt Indebtedness (or a representative of such holder or the trustee on behalf of, or other representative of, under any indenture pursuant to which any instruments evidencing any of such holderSenior Indebtedness have been issued) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen5, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person each person under this Article Fourteen 5, and, if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article FourteenTen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 10.06 at least two Business Days prior to the date upon which, by the terms of this Indenture, any monies shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any SecurityNote), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities Notes prior to such application. Nothing contained in this Section 14.6 10.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article FourteenTen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article Fourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and, if such evidence is not furnished to the Trustee, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to Notes. Notwithstanding the provisions of this Article Fourteen. The XI or any other provision of this Indenture, the Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would which could prohibit the making of any payment to or by the Trustee in respect of the Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof specifically referencing this Article XI from the Company, Company or by a holder of Senior Debt of the Company or from any Representative or trustee or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of Section 8.01, shall be entitled in all respects to assume that no such facts exist; provided thatprovided, however, that if the Trustee shall not have received the notice provided for in this Section 14.6 11.10 at least two three Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall become money may became payable for any purpose (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any SecurityNote), then, notwithstanding anything herein contained to the contrarycontrary notwithstanding, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities within three Business Days prior to such applicationdate. Nothing contained in this Subject to the provisions of Section 14.6 shall limit 8.01, the right of Trustee and the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee Holders shall be entitled to rely on the delivery to it Representative for the holders of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (for the purpose of ascertaining the Persons entitled to participate in any payment or a trustee on behalf of, or other representative of, such holder) distribution pursuant to establish that such notice has been given by a holder of such Senior Debt or a trustee or representative on behalf of any such holder. (b) this Article XI. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person person as a holder of Senior Debt of the Company to participate in any payment or distribution pursuant to this Article FourteenXI, the Trustee may request such each Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andXI, and if such evidence is not furnished to the Trusteefinished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article FourteenArticle. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its this Corporate Trust Office to that effect signed by an Officer of the CompanyIssuer, or by a holder of Senior Debt or trustee trustee, agent or agent thereofother representative therefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premium, if any, or interest on any SecurityNote ), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company Issuer and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt (or a trustee on behalf oftrustee, agent or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt or a trustee trustee, agent or other representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee at its Corporate Trust Office in respect of the Notes. Notwithstanding the provisions of this Article 11 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of thereof from the Company, Company or by a holder of Senior Debt Indebtedness or trustee from any trustee, fiduciary or agent thereoftherefor; and and, prior to the receipt of any such written notice, the Trustee shallTrustee, subject to Article Sixthe provisions of this Section 11.09, shall be entitled in all respects to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior . (b) Subject to the date upon which, by the terms provisions of this Indenture, any monies shall become payable for any purpose (including, without limitationSection 8.01 hereof, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holderagent therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, fiduciary or representative agent therefor); provided, however, that failure to give such notice to the Company shall not affect in any way the ability of the Trustee to rely on behalf of any such holder. (b) notice. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen11, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and11, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give prompt written notice to the Trustee of any fact known to the Company that which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article FourteenEight. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt Indebtedness or of any other facts that which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt Indebtedness or trustee or agent thereoftherefor; and prior to the receipt of any such written notice, the Trustee shall, subject to Article SixSeven, be entitled to assume that no such facts exist; provided that, that if the Trustee shall not have received the notice provided for in this Section 14.6 8.06 at least two Business Days prior to the date upon which, which by the terms of this Indenture, Indenture any monies moneys shall become payable for any purpose (including, without limitation, the payment of the principal of, premiumof or interest or Liquidated Damages, if any, or interest on any Security), then, notwithstanding regardless of anything herein to the contrary, the Trustee shall have full power and authority to receive any monies moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that which may be received by it on or after such prior date except for an acceleration of the Securities prior to such applicationdate. Nothing contained in this Section 14.6 8.06 shall limit the right of the holders of Senior Debt Indebtedness to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the CompanySection 8.03. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Debt Indebtedness or a trustee or representative on behalf of any such holder. (b) . In the event that the Trustee determines in good faith that any evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article FourteenEight, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andEight, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee at its Corporate Trust Office in respect of the Notes. Notwithstanding the provisions of this Article 11 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Securities pursuant to the provisions of this Article Fourteen. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of any payment to or by the Trustee Notes, unless and until the Trustee shall have received written notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, the Trustee shall, subject to Article Six, be entitled to assume that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least two Business Days prior to the date upon whichof any payment to the Holders thereof from the Issuer or a holder of Senior Indebtedness or from any trustee, by fiduciary or agent therefor; and, prior to the terms timely receipt of any such written notice, the Trustee, subject to the provisions of this IndentureSection 11.09, any monies shall become payable for any purpose be entitled in all respects to assume that no such facts exist. (including, without limitationb) Subject to the provisions of Section 7.01 hereof, the payment of the principal of, premium, if any, or interest on any Security), then, notwithstanding anything herein to the contrary, the Trustee shall have full power and authority to receive any monies from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice to the Trustee and the Issuer by a Person representing himself or itself to be a holder of any Senior Debt Indebtedness (or a trustee on behalf oftrustee, fiduciary or other representative of, such holderagent therefor) to establish that such notice has been given by a holder of such Senior Debt Indebtedness (or a trustee trustee, fiduciary or representative agent therefor); provided, however, that failure to give such notice to the Issuer shall not affect in any way the right of the Trustee to rely on behalf of any such holder. (b) notice. In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Indebtedness to participate in any payment or distribution pursuant to this Article Fourteen11, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen and11, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. Payment of principal or interest on the Notes (aand any other amounts payable in respect thereof) The Company are subject to the provisions of Section 2.8(a) and Section 14.2 and the Issuer shall give prompt written notice to the Trustee of any fact known to the Company that Issuer which would prohibit the making of any payment to or by the Trustee in respect of the Securities Notes (a "Subordination Event") pursuant to Section 2.8(a) and Section 14.2. For the provisions avoidance of this Article Fourteen. The Trustee shall not be charged with the knowledge doubt, a Subordination Event includes any event or circumstance which would (i) postpone payment of any part of any debt of the existence Issuer which the Central Bank of any default Brazil has authorized to be classified as "Tier II" of the Issuer's patrimônio de referência (reference net worth) under Resolution 2837, or event of default with respect to any Senior Debt or of any other facts that would prohibit the making of (ii) subordinate any payment to or by the Trustee unless and until the Trustee shall have received notice in writing at its Corporate Trust Office to that effect signed by an Officer of the Company, or by a holder of Senior Debt or trustee or agent thereof; and prior to the receipt of any such written notice, debt to the Issuer's Other Obligations. Such Notice shall be given by the Issuer to the Trustee shall, subject to Article Six, be entitled to assume in writing not later than the later of the day that no such facts exist; provided that, if the Trustee shall not have received the notice provided for in this Section 14.6 at least is two Business Days prior to the date upon which, which by the terms of this Indenture, hereof any monies shall money may become payable for any purpose (including, without limitation, the payment of the principal of, premiumor interest or any other amounts payable in respect thereof on any security) and the day on which such Subordination Event occurs. Notwithstanding anything to the contrary herein, if any, or interest the Trustee shall not have received such a notice from the Issuer by 10 a.m. New York time on the day upon which any Security), then, notwithstanding anything herein money becomes payable pursuant to the contraryNotes, the Trustee shall have full power and authority to receive any monies from the Company such money and to apply the same to the purpose for which they were such money was received, and shall not be affected by any notice to the contrary that may be received by it on or after such prior date except for an acceleration of the Securities prior to such application. Nothing contained in this Section 14.6 shall limit the right of the holders of Senior Debt to recover payments as contemplated by this Article Fourteen. The foregoing shall not apply if the Paying Agent is the Company. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Debt Other Obligations (or a trustee on behalf of, or other representative of, such holdertherefor) to establish that such notice has been given by a holder of such Senior Debt Other Obligations (or a trustee or representative on behalf of any such holder. (b) therefor). In the event that the Trustee determines in good faith that any further evidence is required with respect to the right of any Person as a holder of Senior Debt Other Obligations to participate in any payment or distribution pursuant to this Article FourteenArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt Other Obligations held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article Fourteen andArticle, and if such evidence is not furnished to the Trusteefurnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.