Common use of Acceleration of Maturity Clause in Contracts

Acceleration of Maturity. If any one or more of the above-described Events of Default shall happen with respect to Securities of any series at the time Outstanding, then, and in each and every such case, during the continuance of any such Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen with respect to Securities (other than an Event of any series at the time OutstandingDefault specified in Section 6.01(a)(8) and (9)) under Section 6.01 occurs and is continuing, then, then and in each and every such case, during the continuance of any such Event of Default, case the Trustee or the Holders of not less than 25% or more in aggregate principal amount of the Securities of such series then Outstanding outstanding Notes may declare the unpaid principal amount of of, premium, if any, and accrued and unpaid interest on, all the Securities of such series Notes then Outstanding, if not then due and payable, outstanding to be due and payable immediatelypayable, by a notice in writing to the Company Issuer (and to the Trustee Trustee, if given by such Holders), ) specifying the respective Event of Default and upon any such declaration such principal, premium, if any, and accrued and unpaid interest shall become immediately due and payable. If an Event of Default specified in Section 6.01(a)(8) or (9) occurs, all unpaid principal of, and accrued interest on, the same Notes then outstanding will become due and payable immediately, without any declaration or other act on the part of the Trustee or any Holder. If any Event of Default occurs by reason of any willful action or inaction taken or not taken by or on behalf of the Issuer with the intention of avoiding payment of the premium that the Issuer would have had to pay if the Issuer then had elected to redeem the Notes pursuant to the optional redemption provisions of Section 3.06 hereof, then, upon acceleration of the Notes, an equivalent premium shall also become and be immediately due and payable, to the extent permitted by law, anything in this Indenture or in the Securities of such series contained Notes to the contrary notwithstanding. This provision, however, is subject to the condition that, if at If an Event of Default occurs during any time after that the principal Notes are outstanding, by reason of all any willful action or inaction taken or not taken by or on behalf of the Securities Issuer with the intention of such series avoiding the prohibition on redemption of the Notes, then, the premium specified in this Indenture shall have been so declared to be also become immediately due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, payable to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at permitted by law upon the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal acceleration of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Notes. The Holders of a majority in aggregate principal amount of the Securities of such series then Outstandingoutstanding Notes, or provision deemed by written notice to the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities Notes, rescind and annul a declaration of such series, acceleration and its consequences or waive the any existing Default or Event of Default by reason and its consequences under this Indenture except a continuing Default or Event of which Default in the payment of interest or premium, if any on, or the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the TrusteeNotes.

Acceleration of Maturity. If any one or more of Upon the above-described Events of Default shall happen with respect to Securities of any series at the time Outstanding, then, happening and in each and every such case, during the continuance of any event of default specified in Section 11.01 (a), (b), (f), (g) or (h) hereof, then and in every such Event of Default, case the Trustee or may, and, upon the written request of the Holders of 25% or more not less than a majority in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then OutstandingBonds, if not then due and payable, to be due and payable immediatelyshall, by a notice in writing to the Company Corporation, declare the principal of and interest on all of the Outstanding Bonds to be due and payable. At the expiration of thirty (30) days after such notice is given, such principal and to the Trustee if given by such Holders), and upon any such declaration the same interest shall become and be immediately due and payable, anything herein or in this any Supplemental Indenture or in the Securities of such series contained Bonds to the contrary notwithstanding. This provision, however, is subject to the condition that, if at At any time after the principal of all the Securities of such series Bonds shall have been so declared to be due and payable, and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the completion of the enforcement of any other remedy hereunder, the Trustee shall, with the written consent of the Holders of not less than a majority in principal amount of the Bonds not then due by their terms and then Outstanding and by written notice to the Corporation, annul such declaration and its consequences if: (i) moneys shall have accumulated in the Debt Service Fund sufficient to pay all arrears of interest, if any, upon all of the Securities Outstanding Bonds (except the interest accrued on such Bonds since the last interest payment date); (ii) moneys shall have accumulated and be available sufficient to pay the charges, compensation, expenses, disbursements, advances and liabilities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and Paying Agent; (iii) all other sums amounts then payable by the Corporation hereunder and under each Supplemental Indenture (other than principal amounts payable only because of a declaration and acceleration under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declarationSection 11.02) shall be have been paid by or a sum sufficient to pay the Company, same shall have been deposited with the Trustee; and (iv) every other Default under this Indenturedefault known to the Trustee in the observance or performance of any covenant, condition or agreement contained herein or in any Supplemental Indenture or in the Bonds (other than a default in the non-payment of the principal of Securities such Bonds then due only because of that series which have become due solely by such a declaration of acceleration, under this Section 11.02) shall have been made good remedied to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of Trustee. No such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.

Acceleration of Maturity. If any one or more of the above-described Events Event of Default shall happen with respect to Securities of any series at the time Outstanding, then, have occurred and in each and every such case, during the continuance of any such Event of Defaultbe continuing, the Trustee or Required Holders may, by notice to the Holders of 25% or more in Company, declare the entire unpaid principal amount of the Securities Notes, plus (x) all accrued and unpaid interest thereon and (y) the Make-Whole Amount determined in respect of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing (to the Company (and full extent permitted by applicable law) to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, and upon such declaration all of such amount shall be immediately due and payable, in each and every case without presentment, demand, protest or further notice, all of which are hereby waived, anything in this Indenture the Notes or in the Securities of such series contained this Agreement to the contrary notwithstanding. This provision; provided that if an Event of Default under clause (f), however(g), is subject (h), (i) or (j) of Section 7.1 shall have occurred, the entire unpaid principal amount of the Notes, plus (x) all accrued and unpaid interest thereon and (y) the Make-Whole Amount determined in respect of such principal amount (to the condition thatfull extent permitted by applicable law), if at any time after the principal of all the Securities of such series shall have been so declared to be immediately become due and payable, without any declaration and without presentment, demand, protest or further notice, all arrears of interestwhich are hereby waived, if anyanything in the Notes or this Agreement to the contrary notwithstanding; and provided, upon all further, that the Securities Company acknowledges, and the parties hereto agree, that each Holder of a Note has the right to maintain its investment in the Notes free from repayment by the Company (except as herein specifically provided for) and that the provision for payment of a Make-Whole Amount by the Company in the event that the Notes are prepaid or are accelerated as a result of an Event of Default, is intended to provide compensation for the deprivation of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of right under such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trusteecircumstances.

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default described in clause (a), (b) or (c) of Section 5.01 shall happen have occurred and be continuing with respect to the Securities of any series at the time Outstandingseries, then, and in each and every such case, during the continuance of any such Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after unless the principal of all of the Securities of such series shall have been so declared to be already become due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee may in its discretion and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid upon requisition in writing made by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority not less than 25% in aggregate principal amount of the Securities of such series then Outstanding, or provision deemed by notice in writing to the Trustee or by such Holders to be adequate therefor shall have been madeCorporation, then declare the entire principal (or, if any of the Securities of that series are Original Issue Discount Securities, the specified portion of the principal) of (and in every such case the Holders of a majority in principal amount of premium, if any, on) all the Securities of such series then Outstanding mayand the interest accrued thereon and all other money owing under the provisions of the Indenture in respect of such Securities to be due and payable to the Trustee on demand and upon any such demand the same shall forthwith become immediately due and payable to the Trustee. If an Event of Default described in clause (d) or (i) of Section 5.01 shall have occurred and be continuing with respect to the Securities of one or more series, then, and in each and every such case, unless the principal of all of the Securities of such affected series shall have already become due and payable, the Trustee may in its discretion and shall upon requisition in writing made by the Holders of not less than 25% in aggregate principal amount of the Securities of all such affected series then Outstanding (as one class), by notice in writing to the Corporation, declare the entire principal (or, if any of the Securities of that series are Original Issue Discount Securities, the specified portion of the principal) of (and premium, if any, on) all the Securities of all such affected series then Outstanding and the interest accrued thereon and all other money owing under the provisions of the Indenture in respect of such Securities to be due and payable to the Trustee on behalf demand, and upon any such demand the same shall forthwith become immediately due and payable. If an Event of Default described in clause (e), (f), (g), (g.1) or (h) of Section 5.01 shall have occurred and be continuing, then, and in each and every such case, unless the principal of all Securities shall have already become due and payable, the Trustee may in its discretion and shall upon requisition in writing made by the Holders of not less than 25% in aggregate principal amount of all the Securities then Outstanding (as one class), by notice in writing to the Corporation, declare the entire principal (or, if any of the Securities of that series are Original Issue Discount Securities, the specified portion of the principal) of (and premium, if any, on) all the Securities then Outstanding and the interest accrued thereon and all other money owing under the provisions of the Indenture in respect of such Securities to be due and payable to the Trustee on demand, and upon any such demand the same shall forthwith become immediately due and payable. The Corporation shall, upon demand of the Trustee, forthwith pay to the Trustee, for the benefit of the Holders of the Securities of each such series, the whole amount then due and payable on such Securities, including all Coupons appertaining thereto, for the principal (or, if any of the Securities of that series are Original Issue Discount Securities, the specified portion of the principal) of (and premium, if any) and interest accrued to the date of such payment on all such Securities of such series and all other money owing under the provisions of the Indenture in respect of such Securities, together with interest from the date of such demand to the date of such payment upon overdue principal and premium and, to the extent that payment of such interest shall be enforceable under applicable law, on overdue instalments of interest and on such other money at the same rate as the rate of interest (or Yield to Maturity, in the case of Original Issue Discount Securities) specified in the Securities of such series; and, waive in addition thereto, such further amount as shall be sufficient to cover the Event costs and expenses of Default collection, including the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and Counsel, except as a result of negligence or bad faith. Until such demand shall be made by reason of which the Trustee, the Corporation shall pay the principal of (and premium, if any) and interest on the Securities of such series to the Holders in accordance with the terms hereof and thereof, whether or not payment of any amount in respect of such Securities of such series shall be overdue. If an Event of Default shall have been so declared to occurred and be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by continuing the Trustee pursuant shall, within 30 days after it becomes aware of the occurrence of such Event of Default, give notice of such Event of Default to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of the Securities of any all series then Outstanding affected thereby in the manner provided in Section 1.07, provided that, notwithstanding the foregoing, except in the case of Events of Default described in clauses (a) and (b) of Section 5.01, the Trustee shall not be required to give such notice if the Trustee in good faith shall have decided that the withholding of such notice is in the best interests of the Holders of the Securities of all series then Outstanding affected thereby and shall have so advised the Corporation in writing. Where a notice of the occurrence of an Event of Default has been given to the Holders of such Securities pursuant to this Section 5.2 the preceding sentence and the Event of Default is thereafter cured, the Trustee shall be by written give notice that the Event of Default is no longer continuing to the Company and Holders of such Securities within 30 days after it becomes aware that the TrusteeEvent of Default has been cured.

Acceleration of Maturity. If any one or more of the above-described Events of Default shall happen with respect to Securities of any series at the time Outstandingoutstanding, then, and in each and every such case, during the continuance of any such Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding outstanding may declare the principal (or, if the Securities of that series are Original Issue Discount Securities, such portion of the principal amount as may be specified in the terms of that series) of all the Securities of such series then Outstandingoutstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 10.01(a) and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) ), shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstandingoutstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 6.02 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.the

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen (other than an Event of Default specified in Section 4.01(5) or Section 4.01(6) with respect to Securities of any series at the time OutstandingCompany) occurs and is continuing, then, then and in each and every such case, during the continuance of any such Event of Default, case the Trustee or the Holders of 25not less than 51% or more in principal amount of the Outstanding Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such the Holders), and upon any such declaration the same such principal or specified portion thereof shall become and be immediately due and payable. If an Event of Default specified in Section 4.01(5) or Section 4.01(6) with respect to the Company occurs, anything in this Indenture or in the principal of all of the Securities shall become immediately due and payable without any declaration or other Act of such series contained to the contrary notwithstandingHolders or any act on the part of the Trustee. This provisionSection 4.02, however, is subject to the condition thatconditions that if, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee (from the Escrow Account or otherwise) a sum sufficient to pay, the principal of any and all arrears of interest, if any, upon all Securities that shall have become due and the Securities of such series (with interest, amounts due to the extent that interest thereon shall be legally enforceableTrustee pursuant to Section 5.05, on and if (1) rescission would not conflict with any overdue installment judgment or decree of interest at the rate borne by the Securities a court of such seriescompetent jurisdiction and (2) any and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable Events of Defaults under this Indenture (except the principal of the Securities of with respect to such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this IndentureSecurities, other than the non-payment nonpayment of the principal of such Securities of that series which shall have become due solely by such declaration of accelerationacceleration or failure to deliver amounts due upon conversion, shall have been made good cured or waived pursuant to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been madeSection 4.13, then and in every such case the Holders of a majority in aggregate principal amount of the Securities Outstanding Securities, by written notice to the Company and to the Trustee, may waive all Defaults or Events of such series then Outstanding may, on behalf of the Holders of all Default with respect to the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequencesconsequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver, waiver or rescission or and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. The Company shall notify the Trustee in writing, promptly upon becoming aware thereof, of any Event of Default by delivering to the Trustee a statement specifying such Event of Default and any action the Company has taken, is taking or proposes to take with respect thereto. No rescission or annulment referred to above shall affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.

Acceleration of Maturity. If any one or more of the above-described Events Event of Default shall happen with respect to Securities of any series at the time Outstanding, then, have occurred and in each and every such case, during the continuance of any such Event of Defaultbe continuing, the Trustee or holders of a majority of the Holders of 25% or more in outstanding principal amount of Notes may, by notice to the Securities of such series then Outstanding may Company, declare the entire outstanding principal amount balance of the Notes, and all the Securities of such series then Outstanding, if not then due accrued and payableunpaid interest thereon, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same entire outstanding principal balance of the Notes, and said accrued and unpaid interest shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in this Indenture the Notes or in the Securities of such series contained this Agreement to the contrary notwithstanding. This provision; provided that if an Event of Default under clause (c), however(d), is subject or (e) of Section 7.1 with respect to the condition thatCompany shall have occurred, if at any time after the outstanding principal amount of all of the Securities of such series Notes, and all accrued and unpaid interest thereon, shall have been so declared to be immediately become due and payable, without any declaration and without presentment, demand, protest or other notice whatsoever, all arrears of interestwhich are hereby expressly waived, if any, upon all anything in the Securities of such series (with interest, Notes or this Agreement to the extent contrary notwithstanding; and provided, further, that interest thereon if an Event of Default under clause (a) or (b) of Section 7.1 shall have occurred and be legally enforceable, on continuing with respect to any overdue installment of interest at the rate borne Note held by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal a Purchaser or an Affiliate of the Securities Purchaser (but not any transferee thereof other than an Affiliate of the Purchaser), such series which would not be due and payable were it not for such declaration) shall be paid Purchaser may by notice to the Company, and every other Default under this Indenture, other than declare the non-payment of the entire outstanding principal of Securities of that series which have become due solely all Notes so held by such declaration of accelerationPurchaser and its Affiliates and all accrued and unpaid interest thereon, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable immediately, and may rescind and annul upon any such declaration the entire outstanding principal of such Notes and its consequences; but no said accrued and unpaid interest shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in such waiver, rescission Notes or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to in this Section 5.2 shall be by written notice Agreement to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trusteecontrary notwithstanding.

Acceleration of Maturity. If any one or more of the above-described Events Event of Default and Acceleration shall happen occur with respect to Securities of any series at the time Outstanding, then, and in each and every such case, during the continuance of any such Event of DefaultDefault and Acceleration, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default and Acceleration by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.

Acceleration of Maturity. (a) If any one or more of the above-above described Events of Default shall happen occur with respect to Securities of any series at the time Outstanding, then, and in each and every such case, during the continuance of any such Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same principal amount and the accrued interest (including any Additional Interest) on the Securities of such series shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding, provided that if, upon an Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of that series then Outstanding fail to declare the principal amount of all the Securities of such series then Outstanding to be immediately due and payable, the holders of at least 25% in aggregate liquidation amount of the corresponding series of Trust Preferred Securities then Outstanding shall have such right by a notice in writing to the Company and the Trustee; and upon any such declaration such principal amount of and the accrued interest (including any Additional Interest) on all the Securities of such series then Outstanding shall become immediately due and payable. Payment of principal and interest (including any Additional Interest) on such Securities shall remain subordinated to the extent provided in Article XIV notwithstanding that such amount shall become immediately due and payable as herein provided. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.Section

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen with respect to Securities of any series at the time Outstandingoccurs, then, and in each and every such case, during the continuance of any such Event of Default, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then OutstandingNotes and premium, if not then due any, together with accrued and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of unpaid interest, if any, upon all the Securities of such series (with interestthereon, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Companyautomatically, and every without any declaration or other Default under this Indenture, other than action on the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction part of the Trustee or any Holder, become immediately due and payable. A default in the payment of principal of or interest on the Notes or in the Company’s non-performance of any other obligation under the Notes of the Indenture will not constitute an Event of Default under the Indenture and will not give rise to any right of acceleration. At any time after such an acceleration with respect to the Notes has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as provided in Article VI of the Base Indenture, the Holders of a majority in principal amount of the Securities of such series Notes then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee, may rescind and annul such acceleration and its consequences if (1) the Company has paid or deposited with the Trustee a sum sufficient to pay (A) all overdue interest on all Notes, (B) the principal of or premium (if any) on any Notes which have become due otherwise than by such acceleration and interest thereon, and (C) all sums paid or advanced by the Trustee under the Indenture, together with any compensation, expenses, disbursements and advances due to the Trustee under the Indenture; (2) all Events of Default with respect to the Notes have been cured or waived as provided in Section 6.06 of the Base Indenture; and (3) the rescission would not conflict with any final judgment or decree of a court of competent jurisdiction. No such rescission shall affect any subsequent default or impair any right consequent thereon.

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen with respect to Securities (other than by reason of any series at the time Outstanding, then, and in each and every such case, during the continuance of any such an Event of DefaultDefault specified in Section 401(vi) or 401(vii)) occurs and is continuing, the Trustee or the Holders of 25% or more in principal amount of the Securities of such series then Outstanding may declare the principal amount of all the Securities of such series then Outstanding, if not then due and payable, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same shall become and be immediately due and payable, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after the principal of all the Securities of such series shall have been so declared to be due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities at least 25% in principal amount of any series pursuant to this Section 5.2 shall be the Outstanding Securities, by written notice to the Company and the Trustee, may, and the Trustee at the request of such Holders by written notice to the Company shall, declare the principal and accrued and unpaid interest on all such then Outstanding Securities to be due and payable immediately. In the event of a declaration of acceleration of the Securities because an Event of Default described in clause (v) under Section 401 has occurred and is continuing, the declaration of acceleration of the Securities shall be automatically annulled if the event of default or payment default triggering such Event of Default pursuant to clause (v) shall be remedied or cured by the Company or Subsidiary or waived by the holders of the relevant indebtedness within 20 days after the declaration of acceleration with respect thereto and if (x) the annulment of the acceleration of the Securities would not conflict with any judgment or decree of a court of competent jurisdiction and (y) all existing Events of Default, except nonpayment of principal or interest on the Securities that became due solely because of the acceleration of the Securities, have been cured or waived. Notwithstanding the foregoing, in the case of an Event of Default specified in Section 401(vi) or 401(vii) occurs and is continuing, then the principal amount of, and accrued and unpaid interest on, all the Securities shall ipso facto become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holder. This Section 402 shall be applicable with respect to the Securities in lieu of the first paragraph of Section 502 of the Original Indenture (which shall be of no force and effect for the Securities).

Acceleration of Maturity. If any one or more of the above-described Events Event of Default shall happen with respect to Securities of any series at the time Outstanding, then, have occurred and in each and every such case, during the continuance of any such Event of Defaultbe continuing, the Trustee or holders of 66 2/3% of the Holders of 25% or more in outstanding principal amount of Notes may, by notice to the Securities of such series then Outstanding may Company, declare the entire outstanding principal amount balance of the Notes, and all the Securities of such series then Outstandingaccrued and unpaid interest, if not then due and payableany, thereon, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same entire outstanding principal balance of the Notes, and said accrued and unpaid interest, if any, shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in this Indenture the Notes or in the Securities of such series contained this Agreement to the contrary notwithstanding. This provision; provided that if an Event of Default under clause (c), however(d), is subject or (e) of Section 8.1 with respect to the condition thatCompany shall have occurred, if at any time after the outstanding principal amount of all of the Securities of such series shall have been so declared to be due Notes, and payable, all arrears of accrued and unpaid interest, if any, upon thereon, shall immediately become due and payable, without any declaration and without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in the Securities Notes or this Agreement to the contrary notwithstanding; and provided, further, that if an Event of Default under clause (a) of Section 8.1 shall have occurred and be continuing with respect to any Note, the Purchaser or Affiliate of the Purchaser (but not any transferee thereof other than an Affiliate of such series (with interestPurchaser) holding one or more Notes in an aggregate outstanding principal amount of at least $1,000,000 may, by notice to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than declare the non-payment of the entire outstanding principal of Securities of that series which have become due solely by such declaration of accelerationNotes and all accrued and unpaid interest, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstandingif any, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been madethereon, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable immediately, and may rescind and annul upon any such declaration the entire outstanding principal of such Notes and its consequences; but no said accrued and unpaid interest, if any, shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in such waiver, rescission Notes or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to in this Section 5.2 shall be by written notice Agreement to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trusteecontrary notwithstanding.

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen (other than an Event of Default specified in Section 6.01(a)(8) or (9) with respect to Securities of any series at the time OutstandingIssuer) occurs and is continuing, then, then and in each and every such case, during the continuance of any such Event of Default, case the Trustee or the Holders of not less than 25% or more in aggregate principal amount of the Securities of such series then Outstanding Notes may declare the unpaid principal amount of of, premium, if any, and accrued and unpaid interest on, all the Securities of such series Notes then Outstanding, if not then due and payable, outstanding to be due and payable immediatelypayable, by a notice in writing to the Company Issuer (and to the Trustee Trustee, if given by such Holders), ) specifying the respective Event of Default and upon any such declaration such principal, premium, if any, and accrued and unpaid interest shall become immediately due and payable. If an Event of Default specified in Section 6.01(a)(8) or (9) occurs with respect to the same Issuer, all unpaid principal of, and accrued interest on, the Notes then outstanding will become due and payable immediately, without any declaration or other act on the part of the Trustee or any Holder. If any Event of Default occurs by reason of any willful action or inaction taken or not taken by or on behalf of the Issuer with the intention of avoiding payment of the premium that the Issuer would have had to pay if the Issuer then had elected to redeem the Notes pursuant to the optional redemption provisions of Section 3.06 hereof, then, upon acceleration of the Notes, an equivalent premium shall also become and be immediately due and payable, to the extent permitted by law, anything in this Indenture or in the Securities of such series contained Notes to the contrary notwithstanding. This provision, however, is subject to the condition that, if at If an Event of Default occurs during any time after that the principal Notes are outstanding, by reason of all any willful action or inaction taken or not taken by or on behalf of the Securities Issuer with the intention of such series avoiding the prohibition on redemption of the Notes, then, the premium specified in this Indenture shall have been so declared to be also become immediately due and payable, all arrears of interest, if any, upon all the Securities of such series (with interest, payable to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at permitted by law upon the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal acceleration of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction of the Trustee or of the Notes. The Holders of a majority in aggregate principal amount of the Securities of such series then Outstandingoutstanding Notes, or provision deemed by written notice to the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all of the Securities Notes, rescind and annul a declaration of such series, acceleration and its consequences or waive the any existing Default or Event of Default by reason and its consequences under this Indenture as to such Notes except a continuing Default or Event of which Default in the payment of interest or premium, if any, on, or the principal of of, the Securities of such series shall have been so declared to be due and payable and may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the TrusteeNotes.

Acceleration of Maturity. If any one or more of the above-described Events an Event of Default shall happen with respect to Securities (other than an Event of any series at the time OutstandingDefault specified in Section 6.01(a)(5), then(a)(6) and (a)(7)) under Section 6.01 occurs and is continuing, then and in each and every such case, during the continuance of any such Event of Default, case the Trustee or the Holders of not less than 25% or more in aggregate principal amount of the Securities of such series then Outstanding outstanding Notes may declare the unpaid principal amount of of, premium, if any, and accrued and unpaid interest on, all the Securities of such series Notes then Outstanding, if not then due and payable, outstanding to be due and payable immediatelypayable, by a notice in writing to the Company Issuer (and to the Trustee Trustee, if given by such Holders), ) specifying the respective Event of Default and upon any such declaration such principal, premium, if any, and accrued and unpaid interest shall become immediately due and payable. If an Event of Default specified in Section 6.01(a)(5), (6) or (7) occurs, all unpaid principal of, and accrued interest on, the same Notes then outstanding will become due and payable immediately, without any declaration or other act on the part of the Trustee or any Holder. If any Event of Default occurs by reason of any willful action or inaction taken or not taken by or on behalf of the Issuer with the intention of avoiding payment of the premium that the Issuer would have had to pay if the Issuer then had elected to redeem the Notes pursuant to the optional redemption provisions of Section 3.07 hereof, then, upon acceleration of the Notes, an equivalent premium shall also become and be immediately due and payable, to the extent permitted by law, anything in this Indenture or in the Securities of such series contained Notes to the contrary notwithstanding. This provisionIf an Event of Default occurs during any time that the Notes are outstanding, howeverby reason of any willful action or inaction taken or not taken by or on behalf of the Issuer with the intention of avoiding the prohibition on redemption of the Notes, is subject then, the premium specified in this Indenture shall also become immediately due and payable to the condition thatextent permitted by law upon the acceleration of the Notes. If (i) (A) the Issuer, if at the Parent Guarantor or any time after or any Subsidiary Guarantor has paid or deposited with such Trustee (or Paying Agent, as appropriate) a sum sufficient to pay (1) all overdue installments of interest on all the Notes, (2) the principal of all the Securities of such series shall have been so declared to be due of, and payable, all arrears of interestpremium, if any, upon all on any Notes that have become due otherwise than by such declaration of acceleration and interest thereon at the Securities of such series rate or rates prescribed therefor in the Notes, (with interest, 3) to the extent that payment of such interest thereon shall be legally enforceableis lawful, interest on any overdue installment of the defaulted interest at the rate borne or rates prescribed therefor in the Notes, and (4) all money paid or advanced by the Securities of such series) Trustee thereunder and all amounts owing the Trustee reasonable compensation, expenses, disbursements and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal advances of the Securities Trustee, its agents and counsel; (B) all Events of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this IndentureDefault, other than the non-payment nonpayment of the principal of Securities of any Notes that series which have become due solely by such declaration of acceleration, shall have been made good to cured or waived as provided in this Indenture; and (C) the reasonable satisfaction rescission would not conflict with any judgment or decree of the Trustee or a court of competent jurisdiction and (ii) the Holders of a majority in aggregate principal amount of then outstanding Notes give written notice to the Securities of such series then OutstandingIssuer, or provision deemed by the Parent Guarantor, the Subsidiary Guarantors and the Trustee or by such Holders of their desire to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable and may rescind and annul such a declaration of acceleration and its consequences; but no , then such waiver, declaration of acceleration shall be deemed rescinded and annulled. No such rescission or annulment shall extend to or will affect any subsequent Event of Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.

Acceleration of Maturity. If any one or more of the above-described Events Event of Default shall happen with respect to Securities of any series at the time Outstanding, then, have occurred and in each and every such case, during the continuance of any such Event of Defaultbe continuing, the Trustee or holders of 66 2/3% of the Holders of 25% or more in outstanding principal amount of Notes may, by notice to the Securities of such series then Outstanding may Company, declare the entire outstanding principal amount balance of the Notes, and all the Securities of such series then Outstandingaccrued and unpaid interest, if not then due and payableany, thereon, to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by such Holders), and upon any such declaration the same entire outstanding principal balance of the Notes, and said accrued and unpaid interest, if any, shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in this Indenture the Notes or in the Securities of such series contained this Agreement to the contrary notwithstanding. This provision; provided that if -------- an Event of Default under clause (c), however(d), is subject or (e) of Section 8.1 with respect to the condition thatCompany shall have occurred, if at any time after the outstanding principal amount of all of the Securities of such series shall have been so declared to be due Notes, and payable, all arrears of accrued and unpaid interest, if any, upon thereon, shall immediately become due and payable, without any declaration and without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in the Securities Notes or this Agreement to the contrary notwithstanding; and provided, further, that if an Event of Default under clause (a) of Section 8.1 -------- ------- shall have occurred and be continuing with respect to any Note, the Purchaser or Affiliate of the Purchaser (but not any transferee thereof other than an Affiliate of such series (with interestPurchaser) holding one or more Notes in an aggregate outstanding principal amount of at least $1,000,000 may, by notice to the extent that interest thereon shall be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be due and payable were it not for such declaration) shall be paid by the Company, and every other Default under this Indenture, other than declare the non-payment of the entire outstanding principal of Securities of that series which have become due solely by such declaration of accelerationNotes and all accrued and unpaid interest, shall have been made good to the reasonable satisfaction of the Trustee or of the Holders of a majority in principal amount of the Securities of such series then Outstandingif any, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been madethereon, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive the Event of Default by reason of which the principal of the Securities of such series shall have been so declared to be due and payable immediately, and may rescind and annul upon any such declaration the entire outstanding principal of such Notes and its consequences; but no said accrued and unpaid interest, if any, shall become and be immediately due and payable, without presentment, demand, protest or other notice whatsoever, all of which are hereby expressly waived, anything in such waiver, rescission Notes or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to in this Section 5.2 shall be by written notice Agreement to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trusteecontrary notwithstanding.

Acceleration of Maturity. Rescission and ---------------------------------------- Annulment. If any one or more of the above-described Events an Event of Default shall happen with respect to the Securities of any series ---------- of any Issuer at the time OutstandingOutstanding occurs and is continuing, then, then and in each and every such case, during the continuance of any such Event of Default, case the Trustee or the Holders of not less than 25% or more in aggregate principal amount of the Outstanding Securities of such series then of such Issuer may, and the Trustee upon the request of the Holders of not less than 25% in aggregate principal amount of the Outstanding may Securities of such series of such Issuer shall, declare the principal amount of all the Securities of that series of such Issuer (or, if the Securities of such series then Outstandingare Discounted Securities, if not then due and payablesuch portion of the principal amount as may be specified in the terms of that series), together with any accrued interest, to be due and payable immediately, by a notice in writing to such Issuer and the Company Guarantor (and to the Trustee if given by such the Holders)) and, and upon any such declaration the same such principal amount (or specified amount) shall become and be immediately due and payable. If an Event of Default specified in Section 5.01(e) or (f) occurs and is continuing, anything in this Indenture or in the Securities of such series contained to the contrary notwithstanding. This provision, however, is subject to the condition that, if at any time after then the principal of all the Securities of such that series shall have been so declared to be due and payableof the applicable Issuer, all arrears of together with any accrued interest, if any, upon all the Securities of such series (with interest, to the extent that interest thereon shall ipso facto become and be legally enforceable, on any overdue installment of interest at the rate borne by the Securities of such series) and all amounts owing the Trustee and any predecessor trustee hereunder under Section 6.7 and all other sums payable under this Indenture (except the principal of the Securities of such series which would not be immediately due and payable were it not for such declaration) shall be paid by without any declaration or other act on the Company, and every other Default under this Indenture, other than the non-payment of the principal of Securities of that series which have become due solely by such declaration of acceleration, shall have been made good to the reasonable satisfaction part of the Trustee or any Holder. At any time after such declaration of acceleration with respect to Securities of any series has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article provided, the Holders of a majority in principal amount of the Securities of such series then Outstanding, or provision deemed by the Trustee or by such Holders to be adequate therefor shall have been made, then and in every such case the Holders of a majority in principal amount of the Securities of such series then Outstanding may, on behalf of the Holders of all the Securities of such series, waive by written notice to the Event of Default by reason of which applicable Issuer, the principal of Guarantor and the Securities of such series shall have been so declared to be due and payable and Trustee, may rescind and annul such declaration and its consequences; but no such waiver, rescission or annulment shall extend to or affect any subsequent Default or impair any right consequent thereon. Any declaration by the Trustee pursuant to this Section 5.2 shall be by written notice to the Company, and any declaration or waiver by the Holders of Securities of any series pursuant to this Section 5.2 shall be by written notice to the Company and the Trustee.consequences if: