Common use of Acceleration; Rescission Clause in Contracts

Acceleration; Rescission. If an Event of Default for the Series A Notes shall have occurred and be continuing, unless the principal of the Series A Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A Notes, be deemed to refer instead to the applicable provision of this Section 2.11.

Acceleration; Rescission. If an any Event of Default for the Series A Notes shall have occurred (other than as specified in clause (h) or (i) of Section 6.01 above) occurs and be is continuing, unless the principal of Trustee, by written notice to the Series A Notes shall have already become due and payableCompany, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of Notes, by written notice to the Base Indenture) Trustee and the Company may declare the entire principal of, premium, if any, and accrued interest on all the then outstanding Notes due and payable immediately. Upon any such declaration, the Notes shall become due and payable immediately. Notwithstanding the foregoing, if an Event of Default specified in clause (h) or (i) of Section 6.01 hereof occurs, the principal of, premium, if any, and accrued interest on all the then outstanding Notes shall ipso facto become and be immediately due and payable without any declaration, notice or other act on the part of the Trustee or any Holder. After a declaration of acceleration has been made, but before a judgment or decree for payment of the money due has been obtained by the Trustee, the Holders of a majority in aggregate principal amount of the Series A Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A then outstanding Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause consequences if (ea) of Section 6.1 the Company or any Restricted Subsidiary has paid or deposited with the Trustee a sum sufficient to pay (i) all sums paid or advanced by the Trustee under this Indenture and the reasonable compensation, expenses, disbursements and advances of the Base Indenture shall not apply to Trustee, its agents and counsel, (ii) all overdue interest on all Notes, (iii) the Series A principal of and premium, if any, on any Notes which have become due otherwise than by such declaration of acceleration and interest thereon at the rate borne by the Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A Notes, be deemed to refer instead (iv) to the applicable provision extent that payment of this Section 2.11such interest is lawful, interest upon overdue interest and overdue principal at the rate borne by the Notes which has become due otherwise than by such declaration of acceleration; (b) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction; and (c) all Events of Default, other than the nonpayment of principal of, premium, if any, and interest on the Notes that has become due solely by such declaration of acceleration, have been cured or waived.

Acceleration; Rescission. If an Event of Default for the Series A A-1 Notes shall have occurred and be continuing, unless the principal of the Series A A-1 Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A A-1 Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A A-1 Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A A-1 Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A A-1 Notes and the principal of all Series A A-1 Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A A-1 Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A A-1 Notes, other than the nonpayment of principal of and any accrued interest on Series A A-1 Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section SECTION 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A A-1 Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A A-1 Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A A-1 Notes, be deemed to refer instead to the applicable provision of this Section SECTION 2.11.

Acceleration; Rescission. If an Event of Default for the Series A Notes shall have occurred and be continuing, unless the principal of the Series A Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A Notes, be deemed to refer instead to the applicable provision of this Section 2.11‎2.11.

Acceleration; Rescission. If an Event of Default for the Series A Notes shall have occurred and be continuing, unless the principal of the Series A Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A Notes, be deemed to refer instead to the applicable provision of this Section 2.11.

Acceleration; Rescission. If an Event of Default for with respect to Debt Securities of any series at the Series A Notes shall have occurred time Outstanding (other than an Event of Default specified in Section 5.01(6) or (7)) occurs and be is continuing, unless the principal of the Series A Notes shall have already become due and payable, then in every case either the Series Trustee or the Holders of at least not less than 25% in aggregate principal amount (at the time of the Series A Notes then outstanding (determined as provided in Section 8.4 such notice) of the Base Indenture) Outstanding Debt Securities of such series may declare the entire then principal amount (or, if any Debt Securities of such series are Discount Securities, such portion of the principal amount of such Discount Securities as may be specified in the Series A Notes terms of such Discount Securities) and accrued interest, if any, on all the Debt Securities of such series to be due and payable immediately, by a notice in writing to the Company (and to the Trustee if given by Holders), and upon any such declaration the same such principal amount (or specified amount) shall become immediately due and payable. The foregoing provisionsUpon payment of such amount, however, are subject all obligations of the Company in respect of the payment of principal of the Debt Securities of such series shall terminate. If an Event of Default specified in Section 5.01(6) or (7) with respect to the condition that ifCompany occurs and is continuing, at any time after the principal amount of and interest on all the Series A Notes Debt Securities then outstanding shall have been so declared ipso facto become and be immediately due and payable, payable without any declaration or other act on the part of the Trustee or any Holder of Debt Securities. At any time after such a declaration of acceleration with respect to Debt Securities of any series has been made and before any a judgment or decree for the payment of moneys the money due shall have has been obtained or entered by the Trustee as hereinafter in this Article provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders Holders of a majority in principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 Outstanding Debt Securities of the Base Indenture) and as to which such Event of Default has occurred series, by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause consequences if (e1) the Company has paid or deposited with the Trustee a sum sufficient to pay (A) all overdue installments of Section 6.1 interest on all Debt Securities or all overdue payments with respect to any Coupons of such series, (B) the principal of (and premium, if any, on) any Debt Securities of such series which have become due otherwise than by such declaration of acceleration and interest thereon at the rate or rates prescribed therefor in such Debt Securities, (C) to the extent that payment of such interest is lawful, interest upon overdue installments of interest on each Debt Security of such series or upon overdue payments on any Coupons of such series at the rates prescribed therefor in such Debt Securities, and (D) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Base Indenture shall not apply Trustee, its agents and counsel; and (2) All Events of Default with respect to Debt Securities of such series, other than the Series A Notes, and any reference in the Base Indenture to such provision shall, for purposes nonpayment of the Series A Notesprincipal of Debt Securities of such series which has become due solely by such declaration of acceleration, be deemed to refer instead to the applicable provision of this have been cured or waived as provided in Section 2.115.04.

Acceleration; Rescission. If an Event of Default for the Series A B Notes shall have occurred and be continuing, unless the principal of the Series A B Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A B Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A B Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A B Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A B Notes and the principal of all Series A B Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A B Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A B Notes, other than the nonpayment of principal of and any accrued interest on Series A B Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A B Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A B Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A B Notes, be deemed to refer instead to the applicable provision of this Section 2.11‎2.11.

Acceleration; Rescission. If an Event of Default for the Series A A-2 Notes shall have occurred and be continuing, unless the principal of the Series A A-2 Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A A-2 Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A A-2 Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A A-2 Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A A-2 Notes and the principal of all Series A A-2 Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A A-2 Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A A-2 Notes, other than the nonpayment of principal of and any accrued interest on Series A A-2 Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section SECTION 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A A-2 Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A A-2 Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A A-2 Notes, be deemed to refer instead to the applicable provision of this Section SECTION 2.11.

Acceleration; Rescission. If an Event of Default for the Series A B Notes shall have occurred and be continuing, unless the principal of the Series A B Notes shall have already become due and payable, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A B Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) may declare the entire principal amount of the Series A B Notes to be due and payable immediately, and upon such declaration the same shall become due and payable. The foregoing provisions, however, are subject to the condition that if, at any time after the principal amount of the Series A B Notes shall have been so declared due and payable, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A B Notes and the principal of all Series A B Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A B Notes to the date of such payment or deposit) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A B Notes, other than the nonpayment of principal of and any accrued interest on Series A B Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders of a majority in principal amount of the Series A B Notes then outstanding (determined as provided in Section 8.4 of the Base Indenture) and as to which such Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture shall not apply to the Series A B Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A B Notes, be deemed to refer instead to the applicable provision of this Section 2.11.

Acceleration; Rescission. (a) If an Event of Default for the Series A Notes (other than an Event of Default specified in clause (vii) or (viii) of Section 6.01(a) hereof) shall have occurred and be continuingcontinuing under this Indenture, unless the principal of Trustee by notice to the Series A Notes shall have already become due and payableCompany, either the Series Trustee or the Holders of at least 25% in aggregate principal amount of the Series A Notes then outstanding (determined as provided in Section 8.4 of by notice to the Base Indenture) Company and the Trustee, may declare the entire principal amount of the Series A all Notes to be due and payable immediately, and upon . Upon such declaration of acceleration, the same shall become amounts due and payablepayable on the Notes, as determined pursuant to Section 6.02(b), shall be due and payable immediately. The foregoing provisions, however, are subject If an Event of Default with respect to the condition Company specified in clause (vii) or (viii) of Section 6.01(a) hereof occurs, such an amount will ipso facto become and be immediately due and payable without any declaration, notice or other act on the part of the Trustee and the Company or any Holder. (b) In the event that ifthe maturity of the Notes is accelerated pursuant to Section 6.02(a) hereof, at any time after 100% of the principal amount of the Series A Notes shall (or, in the case of a default under clause (ii) or (iii) of Section 6.01 hereof resulting from a breach of Section 3.03 of the Thirteenth Supplemental Indenture, dated as of May 20, 2010, 101% of the principal amount of the Notes that have been so declared surrendered for repurchase pursuant to Section 3.03 thereof) shall become due and payablepayable plus accrued interest, and before any judgment or decree for the payment of moneys due shall have been obtained or entered as hereinafter providedif any, the Company shall pay or shall deposit with the Series Trustee a sum sufficient to pay all matured installments of interest upon all the Series A Notes and the principal of all Series A Notes which shall have become due otherwise than by declaration (with interest on overdue installments of interest to the extent permitted by law and on such principal at the rate or rates of interest borne by, or prescribed therefor in, the Series A Notes to the date of such payment or depositpayment. (c) and the amounts payable to the Series Trustee under Section 7.6 of the Base Indenture, and any and all defaults under the Indenture with respect to Series A Notes, other than the nonpayment of principal of and any accrued interest on Series A Notes which shall have become due by declaration, shall have been cured, remedied or waived as provided in Section 2.12 below, then and in every such case the holders Holders of a majority in principal amount of the Series A Notes then outstanding Notes may rescind an acceleration and its consequence (determined as provided in except an acceleration due to nonpayment of principal or interest on the Notes, whether resulting from a breach of Section 8.4 3.03 of the Base Thirteenth Supplemental Indenture, dated as of May 20, 2010, or otherwise) if the rescission would not conflict with any judgment or decree relating to the Notes and as if all existing Events of Default have been cured or waived. Upon any such waiver, such Default shall cease to which such exist, and any Event of Default has occurred by written notice to the Company and to the Series Trustee, may rescind and annul such declaration and its consequences. The two paragraphs immediately following clause (e) of Section 6.1 of the Base Indenture arising therefrom shall not apply to the Series A Notes, and any reference in the Base Indenture to such provision shall, for purposes of the Series A Notes, be deemed to refer instead to the applicable provision have been cured for every purpose of this Section 2.11Indenture; but no such waiver shall extend to any subsequent or other Default or impair any right consequent thereon.”