Common use of Payment Permitted If No Default Clause in Contracts

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company referred to in Section 1502 or under the conditions described in Section 1503 or 1504, from making payments at any time of principal of and any premium or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture Indenture, or in any of the Securities Securities, shall prevent (a) the Company, at any time except during the pendency of any casedissolution, proceeding, dissolutionwinding up, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors reorganization or other marshaling of assets and liabilities of the Company similar proceedings referred to in Section 1502 11.03 or under the conditions described in Section 1503 or 150411.02, from making payments at any time of principal of and any premium (or premium, if any) or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee or any Paying Agent of any money moneys deposited with it hereunder to the payment of (or premium, if any) or on account of the principal of and any premium or interest on the Securities or Securities, if, on the account of second Business Day prior to the purchase, redemption or other acquisition of Securities, or the retention date of such payment by application, the HoldersTrustee or such Paying Agent, as the case may be, did not have the written notice provided for in Section 11.07 or 11.12, as applicable, of any event prohibiting the making of such deposit or if, at the time of such application deposit (whether or not in trust) by the TrusteeCompany with the Trustee or any Paying Agent (other than the Company), it did not have knowledge that such payment would not have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company referred to in Section 1502 or under the conditions described in Section 1503 or 1504, from making payments at any time of principal of and any premium or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, Securities or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company Proceeding referred to in Section 1502 1202 or under the conditions described in Section 1503 or 1504Sections 1203 and 1204, from making payments at any time of principal of (and any premium premium, if any) or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money or Government Obligations deposited with it hereunder to the payment of or on account of the principal of (and any premium premium, if any) or interest (including any Additional Interest) on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at least three Business Days prior to the time of such application by the Trustee, it a Responsible Officer of the Trustee did not have knowledge receive written notice from the Company or any holder of Senior Indebtedness of the Company (or any trustee, agent or representative therefor) that such payment would have been prohibited by the provisions of this Article. Notwithstanding anything herein to the contrary, money or Government Obligations held in trust pursuant to Section 402 or 1405 shall not be subject to the claims of the holders of Senior Indebtedness of the Company under this Article Twelve.

Payment Permitted If No Default. Nothing contained in this Article XII or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding winding-up, debt restructuring, assignment for the benefit of creditors or other marshaling marshalling of assets and liabilities of the Company referred to in Section 1502 12.02 or under the conditions described in Section 1503 or 150412.03, from making payments at any time of principal of and premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it a Responsible Officer of the Trustee did not have actual knowledge that such payment would have been prohibited by the provisions of this ArticleArticle XII.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company referred to in Section 1502 13.02, or during the circumstances referred to in the first paragraph of Section 13.02, or under the conditions described in Section 1503 or 150413.03, from making payments at any time of principal of and of, premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and of, premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities Convertible Notes shall prevent (a) the CompanyCompany or the Guarantors, at any time except during the pendency of any case, proceeding, dissolution, liquidation liquidation, or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling marshalling of assets and liabilities of the Company referred to in Section 1502 11.2 or under the conditions described in Section 1503 11.3 or 150411.4, from making payments at any time of principal of and any premium premium, if any, or interest on the Securities Convertible Notes, or on the account other amounts due in respect of the purchaseConvertible Notes, redemption or other acquisition of Securitiesthe Convertible Note Guarantees, as applicable, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium of, premium, if any, or interest on the Securities or on the account of the purchaseon, redemption or other acquisition of Securitiesamounts due in respect of, the Convertible Notes or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company Proceeding referred to in Section 1502 11.2 or under the conditions described in Section 1503 or 1504Sections 11.3 and 11.4, from making payments at any time of principal of and any premium (if any), the cash portion of the Conversion Obligation (if any), or interest (including Stated Interest, Contingent Interest and Deferred Interest) on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium (if any), the cash portion of the Conversion Obligation (if any), or interest (including Stated Interest, Contingent Interest and Deferred Interest) on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this ArticleArticle 11.

Payment Permitted If No Default. Nothing contained in -------------------------------- this Article XII or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling marshalling of assets and liabilities of the Company referred to in Section 1502 12.02 or under the conditions described in Section 1503 or 150412.03, from making payments at any time of principal of and any premium Principal Amount, Issue Price, accrued Original Issue Discount, Redemption Price or interest cash interest, as the case may be, on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium Principal Amount, Issue Price, accrued Original Issue Discount, Redemption Price or interest cash interest, as the case may be, on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this ArticleArticle XII.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities Notes shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company referred to in Section 1502 14.02, or during the circumstances referred to in the first paragraph of Section 14.02, or under the conditions described in Section 1503 or 150414.03, from making payments at any time of principal of and premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of SecuritiesNotes, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and premium, if any premium (including the Make-Whole Payment, if any), or interest on the Securities or on the account of the purchase, redemption or other acquisition of Securities, Notes or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company Proceeding referred to in Section 1502 11.2 or under the conditions described in Section 1503 or 1504Sections 11.3 and 11.4, from making payments at any time of principal of and premium (if any), the cash portion or any premium non-Common Stock portion of the Conversion Obligation (if any), or interest (including Stated Interest, Contingent Interest and Deferred Interest) on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and premium (if any), the cash portion or any premium non-Common Stock portion of the Conversion Obligation (if any), or interest (including Stated Interest, Contingent Interest and Deferred Interest) on the Securities or on the account of the purchase, redemption or other acquisition of Securities, or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this ArticleArticle 11.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture or in any of the Securities shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling of assets and liabilities of the Company referred to in Section 1502 13.2 or under the conditions described in Section 1503 13.3 or 150413.4, from making payments at any time of principal of and any premium or interest (including Special Interest, if any) on the Securities or on the account of the purchase, repurchase or redemption or other acquisition of Securities, or (b) the application by the Trustee of any money deposited with it hereunder to the payment of or on account of the principal of and any premium or interest (including Special Interest, if any) on the Securities or on the account of the purchase, repurchase or redemption or other acquisition of Securities, Securities or the retention of such payment by the Holders, if, at the time of such application by the Trustee, it did not have knowledge that such payment would have been prohibited by the provisions of this Article.

Payment Permitted If No Default. Nothing contained in this Article or elsewhere in this Indenture Agreement or in any of the Securities Notes shall prevent (a) the Company, at any time except during the pendency of any case, proceeding, dissolution, liquidation or other winding up, debt restructuring, assignment for the benefit of creditors or other marshaling marshalling of assets and liabilities of the Company referred to in Section 1502 11.2 or under the conditions described in Section 1503 11.3 or 150411.4, from making payments at any time of principal or Accreted Value of (and any premium premium, if any) or interest on the Securities Notes, the Change of Control Payment or on the account of the purchase, redemption or other acquisition of SecuritiesMandatory Redemption Price, or (b) the application by a trustee for the Trustee Holders (if any) of any money deposited with it hereunder to the payment of or on account of the principal or Accreted Value of (and any premium premium, if any) or interest on the Securities Notes, Change of Control Payment or on the account of the purchase, redemption or other acquisition of Securities, Mandatory Redemption Price or the retention of such payment by the Holders, Holders if, at the time of such application by the Trusteetrustee or retention, it as applicable, a Responsible Officer of the trustee did not have actual knowledge that such payment would have been prohibited by the provisions of this Article.