Common use of Acceleration Clause in Contracts

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(6) or (57)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If Subject to Article XII, if an Event of Default with respect to any series of outstanding Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (iv) or (5)v) of Section 6.01 hereof) occurs and is continuing, the Trustee or the Holders of at least 51% in aggregate principal amount of the outstanding Securities of the applicable series, by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice and to the Company and the TrusteeTrustee if notice is given by such Holders, may declare that due and payable the entire unpaid principal amount of all the Securities of that Series then outstanding such series plus any unpaid premium or accrued and unpaid interest, if any, to the date of payment. Upon a declaration of acceleration, such principal, premium and accrued and unpaid interest to the date of acceleration are payment shall be due and payable. If an Event of Default specified in clause (iv) or (v) of Section 6.01 hereof occurs, all unpaid principal, premium and accrued interest on the Securities shall become and be immediately due and payablepayable without any notice, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment declaration or decree based other action on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of any outstanding series of Securities by written notice to the outstanding Securities of that Series Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, premium or interest or premium, if any, that has on the Securities which have become due solely because of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree of a court of competent jurisdiction. No such Such rescission shall affect or annulment will not extend to any subsequent or other Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesright.

Acceleration. If an Event of Default with respect to any series of outstanding Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (iv) or (5)v) of Section 6.01 hereof) occurs and is continuing, the Trustee or the Holders of at least 51% in aggregate principal amount of the outstanding Securities of the applicable series, by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice and to the Company and the TrusteeTrustee if notice is given by such Holders, may declare that due and payable the entire unpaid principal amount of all the Securities of that Series then outstanding such series plus any unpaid premium or accrued and unpaid interest, if any, to the date of payment. Upon a declaration of acceleration, such principal, premium and accrued and unpaid interest to the date of acceleration are payment shall be due and payable. If an Event of Default specified in clause (iv) or (v) of Section 6.01 hereof occurs, all unpaid principal, premium and accrued interest on the Securities shall become and be immediately due and payablepayable without any notice, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment declaration or decree based other action on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of any outstanding series of Securities by written notice to the outstanding Securities of that Series Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, premium or interest or premium, if any, that has on the Securities which have become due solely because of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree of a court of competent jurisdiction. No such Such rescission shall affect or annulment will not extend to any subsequent or other Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesright.

Acceleration. If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuingcontinuing and is known to the Trustee, the Trustee by written notice to the CompanyIssuers, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Notes, by written notice to the Company Issuers and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus Notes to be due and payable immediately. Upon any such declaration, the Notes shall become due and payable immediately, together with all accrued and unpaid interest and premium, if any, thereon. Notwithstanding the preceding, if an Event of Default specified in Section 6.01(a)(ix) or (x) occurs with respect to the date Company, Finance Corp., any of acceleration are immediately the Company’s Restricted Subsidiaries that is a Significant Subsidiary of the Company or any group of Restricted Subsidiaries of the Company that, taken together, would constitute a Significant Subsidiary of the Company, all outstanding Notes shall become due and payablepayable immediately without further action or notice, in which case such amounts shall become immediately due together with all accrued and payable; PROVIDEDunpaid interest and premium, HOWEVERif any, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the thereon. The Holders of a majority in aggregate principal amount of the then outstanding Securities Notes by notice to the Trustee may on behalf of that Series may all of the Holders rescind and annul such an acceleration and its consequences if (i) the rescission would not conflict with any judgment or decree; (ii) all existing Events of Default, other than the Default (except with respect to nonpayment of accelerated principal, interest or premium, if any, that has have become due solely because of the acceleration, ) have been cured or waived, ; (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise other than by such declaration of acceleration, has been paid paid; and (iiiiv) the rescission would not conflict with any judgment or decreeIssuers have paid the Trustee its reasonable compensation and reimbursed the Trustee for its expenses, disbursements and advances. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect as to the Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) a series occurs and is continuing, unless the principal of all of the Securities of the series has already become due and payable, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series the series then outstanding by written notice to the Company and the Trustee, may declare the principal of and accrued interest, if any, on all the Securities of the series to be due and payable. Upon such a declaration, that principal and interest will be due and payable immediately. If an Event of Default specified in Section 6.01(4) or (5) occurs, the entire principal of, premium, if any, and accrued interest, if any, on all the Securities will automatically become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Securityholders. The Holders of a majority in principal amount of the Securities of a series then outstanding, on behalf of the Holders of all the Securities of that Series then outstanding plus accrued and unpaid interest the series, by notice to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, interest premium, if any, or premiuminterest, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall will affect any subsequent Default default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesright.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25[ ]% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities Notes of any Series at the time outstanding occurs and is continuing (other than an Event of Default arising under Section 6.1(4referred to in Sections 6.01(7) or (5)8) hereof) occurs and is continuing, then in every such case the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities outstanding Notes of that Series then may declare the principal amount (or, if any Notes of that Series are Discount Notes, such portion of the principal amount as may be specified in the terms of such Notes) of and accrued and unpaid interest, if any, on all of the Notes of that 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 such principal amount (or specified amount) and accrued and unpaid interest, if any, shall become immediately due and payable. If an Event of Default specified in Sections 6.01(7) or (8) hereof shall occur, the principal amount (or specified amount) of and accrued and unpaid interest, if any, on all outstanding Notes 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. At any time after such a declaration of acceleration with respect to any Series has been made, the Holders of a majority in principal amount of the outstanding Notes of that Series, by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration declaration and its consequences if (i) the rescission would not conflict with any judgment or decree and if all existing Events of Default, other than the Default (except nonpayment of accelerated principal, interest or premium, if any, premium that has become due solely because of the acceleration, ) have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.01(6) or (57)) occurs shall have occurred and is be continuing, then the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes (including Additional Notes, if any) then outstanding may by written notice to the Company and the Trustee, may Trustee declare that to be immediately due and payable the entire principal amount of all the Securities of that Series Notes then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payableacceleration, in which case either (i) such amounts shall become immediately due and payable; PROVIDEDor (ii) if there are any amounts outstanding under or in respect of the Senior Credit Facility, HOWEVERsuch amounts shall become due and payable upon the first to occur of an acceleration under or in respect of the Senior Credit Facility or five Business Days after receipt by the Company and the agent for the lenders under the Senior Credit Facility of notice of the acceleration of the Notes; provided, however, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.01(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that SeriesNotes.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding Notes (other than an Event of Default arising under Section 6.1(4specified in Sections 6.01(g) or (5)6.01(h) occurs with respect to the Issuer) shall have occurred and is be continuing, the Trustee by written notice to the Company, or the registered Holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding may, by written notice to the Company Issuer and the Trustee, may declare that to be immediately due and payable the entire principal amount of all the Securities of that Series Notes then outstanding outstanding, plus accrued and but unpaid interest to the date of acceleration are immediately acceleration. Upon such a declaration, such principal and interest shall be due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(4Sections 6.01(g) or (56.01(h) with respect to the Company Issuer occurs, such principal, premium, if any, the principal of and accrued and unpaid interest amount with respect to on all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities Notes. After any such acceleration but before a judgment or decree based on acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Notes may, by notice to the Trustee and the Issuer, rescind and annul any declaration of acceleration (i) if the rescission would not conflict with any judgment or decree, (ii) if all existing Events of Default have been cured or waived (other than nonpayment of principal, premium, or interest that Serieshas become due solely because of the acceleration), and (iii) there has been deposited with the Trustee a sum sufficient to pay all sums paid or advanced by the Trustee and the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel incurred in connection with the rescinded Event of Default. No such rescission shall affect any subsequent Default or impair any right consequent thereto.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(3) or (54)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the Securities of that Series then at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus Issue Price and accrued and unpaid interest Original Issue Discount to the date of acceleration are declaration (and Liquidated Damages, if any) on all the Securities to be immediately due and payable. Upon such a declaration, in which case such amounts Issue Price and accrued Original Issue Discount shall become immediately and be due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(46.01(3) or (54) with respect to occurs and is continuing, the Company occurs, such principal, premiumIssue Price and accrued Original Issue Discount (and Liquidated Damages, if any, and interest amount with respect to ) on all of the Securities of that Series shall become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holders. The Holders of a majority in aggregate Principal Amount of the Securities at the time outstanding, by notice to the Company and the Trustee (and without notice to any other Holder), may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of the Issue Price and accrued Original Issue Discount (and Liquidated Damages, if any) that Serieshave become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.07 have been paid. No such rescission shall affect any subsequent or other Default or Event of Default or impair any consequent right.

Acceleration. If an Event of Default with respect to any series of outstanding Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (iv) or (5)v) of Section 6.1 hereof) occurs and is continuing, the Trustee or the Holders of at least 51% in aggregate principal amount of the outstanding Securities of the applicable series, by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice and to the Company and the TrusteeTrustee if notice is given by such Holders, may declare that due and payable the entire unpaid principal amount of all the Securities of that Series then outstanding such series plus any unpaid premium or accrued and unpaid interest, if any, to the date of payment. Upon a declaration of acceleration, such principal, premium and accrued and unpaid interest to the date of acceleration are payment shall be due and payable. If an Event of Default specified in clause (iv) or (v) of Section 6.1 hereof occurs, all unpaid principal, premium and accrued interest on the Securities shall become and be immediately due and payablepayable without any notice, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment declaration or decree based other action on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of any outstanding series of Securities by written notice to the outstanding Securities of that Series Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, premium or interest or premium, if any, that has on the Securities which have become due solely because of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree of a court of competent jurisdiction. No such Such rescission shall affect or annulment will not extend to any subsequent or other Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesright.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company resulting from sub-clauses (other than an Event of Default arising under Section 6.1(47) or (5)8) above) occurs shall have occurred and is continuingbe continuing under the Indenture, the Trustee by written notice to the Company, or the Holders of not less than 25% at least 25 percent in aggregate principal amount of the Securities of that the applicable Series then outstanding by written notice to the Company and the Trustee, may declare that all Securities of such Series to be due and payable immediately. Upon such declaration of acceleration, the entire principal amount of all amounts due and payable on the Securities of that such Series then outstanding plus accrued will be due and unpaid interest payable immediately. If an Event of Default with respect to the date Company specified in sub-clauses (7) or (8) above occurs, all amounts due and payable on the Securities of acceleration are such Series will ipso facto become and be immediately due and payablepayable without any declaration, in which case such amounts shall become immediately due notice or other act on the part of the Trustee and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment the Company or decree based on such acceleration is obtained by the Trustee, the any Holder. The Holders of a majority in aggregate principal amount of the Securities of such Series then outstanding by written notice to the Trustee and the Company may waive any Default or Event of Default (other than any continuing Default or Event of Default in payment of principal or interest) with respect to such Series of Securities under the Indenture. Holders of a majority in principal amount of the then outstanding Securities of that such Series may rescind and annul an acceleration with respect to such acceleration Series and its consequences if consequence (i) all existing Events of Default, other than the except an acceleration due to nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of on the acceleration, have been cured or waived, (ii) to the extent the payment Securities of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iiiSeries) if the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived. No such rescission shall extend to or shall affect any subsequent Default Event of Default, or shall impair any right or power consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount (and premium, if any, on) of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If Subject to the terms of the Subordination Agreement (Senior) and the Subordination Agreement (Junior) if an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(4) or (55.1(f)) occurs and is continuing, the Trustee may, by written notice to the Company, Issuer or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding may, by written notice to the Company Issuer and the Trustee, may and Trustee shall, upon the request of such Holders, declare that the entire aggregate principal amount of all the Securities of that Series then outstanding plus outstanding, together with accrued and but unpaid interest thereon to the date of acceleration are payment, to be due and payable and, upon any such declaration, the same shall become and be due and payable. If an Event of Default specified in Section 5.1(f) occurs, all unpaid principal and accrued interest on the Securities then outstanding shall INDENTURE (16% Junior Subordinated) ipso facto become and be immediately due and payablepayable without any declaration or other act on the part of Trustee or any Holder. Upon payment of such principal amount, in which case such amounts interest, and premium, if any, all of Issuer's obligations under the Securities and this Indenture, other than obligations under Section 6.7, shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the terminate. The Holders of a majority in aggregate principal amount of the Securities then outstanding Securities of that Series by notice to Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principal, the principal and interest or premium, if any, that has on the Securities which have become due solely because by such declaration of the acceleration, have been cured or waivedwaived as provided in Section 5.4, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid paid, and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under described in clause (7) of Section 6.1(4) or (5)6.1) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the outstanding Securities of that Series then outstanding by written notice to the Company and the Trustee, may may, and the Trustee at the request of such Holders shall, declare that the entire principal amount of of, premium, if any, and accrued and unpaid interest, if any, on all the Securities of that Series then outstanding plus to be due and payable. Upon such a declaration, such principal, premium and accrued and unpaid interest to shall be due and payable immediately. In the date event of a declaration of acceleration are immediately due of the Securities because an Event of Default described in clause (6) of Section 6.1 has occurred and payableis continuing, in which case the declaration of acceleration of the Securities shall be automatically annulled if the event of default or payment default triggering such amounts Event of Default pursuant to clause (6) of Section 6.1 shall become immediately due be remedied or cured by the Company or a Restricted Subsidiary or waived by the holders of the relevant Indebtedness within 20 days after the declaration of acceleration with respect thereto and payable; PROVIDED, HOWEVER, that after such if (1) the annulment of the acceleration but before a of the Securities would not conflict with any judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount court of the outstanding Securities of that Series may rescind competent jurisdiction and annul such acceleration and its consequences if (i2) all existing Events of Default, other than the except nonpayment of accelerated principal, premium or interest or premium, if any, on the Securities that has become became due solely because of the accelerationacceleration of the Securities, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified described in clause (7) of Section 6.1(4) or (5) with respect to 6.1 occurs and is continuing, the Company occurs, such principalprincipal of, premium, if any, and accrued and unpaid interest amount with respect to on all of the Securities of that Series shall become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesany Holders.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (h), (i) or (5)j)(B)(x) above that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities Notes then outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the Trustee at the request of that Series such Holders shall, declare the principal of, premium, if any, and accrued interest on the Notes to be immediately due and payable. Upon a declaration of acceleration, such principal of, premium, if any, and accrued interest shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) above has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or its Significant Subsidiary or waived by the holders of the Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (h), (i) or (j)(B)(x) above occurs with respect to the Company and is continuing, the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. The Holders of at least a majority in principal amount of the outstanding Notes, by written notice to the Company and to the Trustee, may declare that the entire principal amount of waive all the Securities of that Series then outstanding plus accrued past defaults and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such a declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principalthe principal of, interest or premium, if any, and interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default specified in Section 6.01(5) or (6) occurs with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs Issuer and is continuing, unless otherwise specified for Notes of any series in the applicable Notes Supplemental Indenture as contemplated by Section 2.01, then all unpaid principal of, and premium, if any, and accrued and unpaid interest on all of the outstanding Notes shall ipso facto become and be immediately due and payable without any declaration or other act on the part of each Trustee or any Holder. If any other Event of Default shall occur and be continuing, unless otherwise specified for Notes of any series in the applicable Notes Supplemental Indenture as contemplated by Section 2.01, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of outstanding Notes under this Indenture may declare the Securities principal of that Series then outstanding and accrued interest on such Notes to be due and payable by written notice in writing to the Company Issuer and the TrusteeTrustee specifying the respective Event of Default and that it is a “notice of acceleration” (the “Acceleration Notice”), may declare that and the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts same shall become immediately due and payable; PROVIDED. Unless otherwise specified for Notes of any series in the applicable Notes Supplemental Indenture as contemplated by Section 2.01, HOWEVER, that at any time after such a declaration of acceleration but before a judgment or decree based on such acceleration is obtained by with respect to the TrusteeNotes as described in the two preceding paragraphs, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul cancel such acceleration declaration and its consequences consequences: (1) if the rescission would not conflict with any judgment or decree; (i2) if all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, ; and (ii3) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepaid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (h), (i) or (5)j)(B)(x) above that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than 25at least 25.0% in aggregate principal amount of the Securities Notes then outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the Trustee at the request of that Series such Holders shall, declare the principal of, premium, if any, and accrued interest on the Notes to be immediately due and payable. Upon a declaration of acceleration, such principal of, premium, if any, and accrued interest shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) above has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or its Significant Subsidiary or waived by the holders of the Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (h), (i) or (j)(B)(x) above occurs with respect to the Company and is continuing, the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. The Holders of at least a majority in principal amount of the outstanding Notes, by written notice to the Company and to the Trustee, may declare that the entire principal amount of waive all the Securities of that Series then outstanding plus accrued past defaults and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such a declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principalthe principal of, interest or premium, if any, and interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, then, and in each and every such case, either the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Debt Securities of that Series such series then outstanding by written notice in writing to the Company (and to the TrusteeTrustee if given by Holders), may declare that the entire outstanding principal amount of all Debt Securities of such series, and the interest accrued thereon, if any, to be immediately due and payable (collectively, the “Default Amount”). Upon such a declaration, the Default Amount shall be due and payable immediately. Notwithstanding the foregoing, in case of an Event of Default specified in clause 6.01(iii) or clause 6.01(iv) of Section 6.01 with respect to a series of Debt Securities, then the principal amount of all the Debt Securities of that Series such series then outstanding plus and interest accrued thereon, if any, shall be and unpaid interest to the date of acceleration are become immediately due and payable, in which case without any notice or other action by any Holder of the Debt Securities of such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment series or decree based on such acceleration is obtained the Trustee to the full extent permitted by the Trustee, the applicable law. The Holders of a majority in aggregate principal amount of the then outstanding Debt Securities of that Series such series by written notice to the Trustee may on behalf of all of the Holders of the Debt Securities of such series rescind and annul such an acceleration and its consequences if (i) the rescission would not conflict with any judgment or decree and if all existing Events of Default, other than the Default (except nonpayment of accelerated principal, interest or premium, if any, premium that has become due solely because of the acceleration, ) have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. (a) If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4as specified in Sections 6.01(i) or (5j)) occurs shall occur and is be continuing, the Trustee Trustee, by written notice to the Company, or the Holders of at least 25% in aggregate principal amount of the Notes then outstanding, by written notice to the Trustee and the Company, may, and the Trustee upon the request of the Holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding by written notice to shall, declare the Company principal of, premium, if any, and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to on all of the date Notes due and payable immediately, upon which declaration all amounts payable in respect of acceleration are the Notes shall be immediately due and payable. If an Event of Default specified in Sections 6.01(i) or (j) occurs and is continuing, in which case such amounts then the principal of, premium, if any, and accrued and unpaid interest on all of the Notes shall become and be immediately due and payable; PROVIDEDpayable without any declaration, HOWEVERnotice or other act on the part of the Trustee or any Holder of Notes. (b) If the Notes are accelerated or otherwise become due prior to their Stated Maturity, the amount of principal of, accrued and unpaid interest and premium on the Notes that after becomes due and payable shall equal the redemption price applicable with respect to an optional redemption of the Notes pursuant to Section 3.07, in effect on the date of such acceleration as if such acceleration were an optional redemption of the Notes accelerated. (c) After a declaration of acceleration hereunder, but before a judgment or decree based on such acceleration is for payment of the money due has been obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes, by written notice to the Company, the Subsidiary Guarantors and the Trustee, may rescind and annul such acceleration and its consequences declaration if (i1) the Company or any Subsidiary Guarantor has paid or deposited with the Trustee a sum sufficient to pay (A) all existing Events sums paid or advanced by the Trustee under this Indenture and the reasonable compensation, expenses, disbursements and advances of Defaultthe Trustee, other than its agents and counsel, (B) all overdue interest on all Notes, (A) the nonpayment principal of accelerated principal, interest or and premium, if any, that has on any Notes which have become due solely because otherwise than by such declaration of acceleration and interest thereon at the accelerationrate borne by the Notes, have been cured or waived, and (iiD) to the extent the that payment of such interest is lawful, interest on upon overdue installments of interest and overdue principal, which has become due otherwise than principal at the rate borne by such declaration the Notes (without duplication of acceleration, has been any amount paid and or deposited pursuant to subclause (iiiB) or (C)); (2) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4a court of competent jurisdiction; and (3) or (5) with respect to all Events of Default, other than the Company occurs, such principalnon-payment of principal of, premium, if any, and or interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part Notes that has become due solely by such declaration of the Trustee acceleration, have been cured or the Holders of the Securities of that Serieswaived.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clauses (e) or (5)f) of Section 6.1) occurs and is continuing, the Trustee by written notice to the Company, Company or the Holders of not less than 25% at least a majority in aggregate principal amount of the Securities of that Series then outstanding Securities by written notice to the Company and the Trustee, Trustee may declare that the entire unpaid principal amount of and any accrued interest on all the Securities to be due and payable. Upon such declaration, all unpaid principal of and accrued interest on all Securities shall be due and payable immediately; provided, however, that Series then if any Indebtedness or Obligation is outstanding plus accrued pursuant to, or with respect to, the Senior Debt, such a declaration of acceleration by the Holders shall not become effective until the later of (i) the day which is five Business Days after the receipt by each of the Company and unpaid interest to the holders of Senior Debt of such written notice of acceleration or (ii) the date of acceleration are immediately due of any Indebtedness under any Senior Debt; and payableprovided, in which case further, that, so long as any Senior Debt is outstanding, any such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained declaration by the Trustee, Trustee or the Holders of a majority in aggregate principal amount shall not become effective if any period during which the Company is not permitted to make payment on account of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) pursuant to the extent the payment of such interest Section 10.3 is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreethen in effect. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(4clause (e) or (5f) with respect to the Company of Section 6.1 occurs, such principal, premium, if any, all unpaid principal of and accrued interest amount with respect to on all of the Securities of that Series shall ipso facto become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesany Holder.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company specified in clause (other than an Event of Default arising under Section 6.1(47) or (5)8) of Section 11.1) occurs and is continuing, the Trustee may, by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding may, by written notice to the Company and the Trustee, may declare that all unpaid principal of plus interest (including Additional Interest, if any) accrued and unpaid through the entire principal amount date of such declaration on all the Securities of that Series then outstanding to be due and payable upon any such declaration, and the same shall thereupon become and be immediately due and payable. If an Event of Default with respect to the Company specified in clause (7) or (8) of Section 11.1 occurs, all unpaid principal of plus accrued and unpaid interest to (including Additional Interest, if any) on all the date of acceleration are Securities then outstanding shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of the Securities then outstanding Securities of that Series or the Holders originally causing the acceleration by notice to the Trustee may rescind and annul such an acceleration of Securities and its consequences before a judgment or decree for the payment of money has been obtained by the Trustee if (ia) the rescission would not conflict with any existing order or decree, (b) all existing Events of Default, other than the nonpayment of accelerated principal, the principal of plus accrued and unpaid interest or premium, if any, on the Securities that has become due solely because by such declaration of the acceleration, have been cured or waived, waived and (iic) all payments due to the extent the payment of such interest is lawful, interest on overdue installments of interest Trustee and overdue principal, which has become due otherwise than by such declaration of acceleration, has any predecessor Trustee under Section 12.6 have been paid and (iii) the rescission would not conflict with any judgment or decreemade. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. (a) If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (d) or (5)e) of Section 5.01) occurs and is continuingcontinuing with respect to Securities of any series, the Trustee by written notice to the Company, Company or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the then outstanding Securities of that Series then outstanding series by written notice to the Company and the Trustee, may declare that the entire unpaid principal amount of of, premium, if any, and any accrued and unpaid interest on all the Securities of that Series then outstanding plus the affected series to be due and payable immediately. Except as set forth above, upon such declaration the principal of, premium, if any, and interest shall be due and payable immediately. If an Event of Default specified in clause (d) or (e) of Section 5.01 occurs with respect to the Company or any Guarantor, the unpaid principal of, premium, if any, and any accrued and unpaid interest to on all the date of acceleration are Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that payable without further action or notice on the part of the Trustee or any Holder. (b) At any time after such a declaration of acceleration but with respect to the Securities of any series has been made and before a judgment or decree based on such acceleration is for payment of the money due has been obtained by the TrusteeTrustee as hereinafter in this Article 5 provided, the Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series such series, by written notice to the Company and the Trustee, may rescind and annul such acceleration declaration and its consequences if (i) the Company or a Guarantor has paid or deposited with the Trustee a sum sufficient to pay (A) all existing Events overdue interest on all of Defaultthe Securities of that series, other than (B) the nonpayment principal of accelerated principal, interest or (and premium, if any, on) Securities of that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, series which has become due otherwise than by such declaration of acceleration and any interest thereon at the rate or rates prescribed therefor in the Securities of that series, (C) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or rates prescribed therefor in the Securities of that series, and (D) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee and its agents and counsel and (ii) all Events of Default with respect to the Securities of that series, other than the non-payment of the principal of the Securities of that series which have become due solely by such declaration of acceleration, has have been paid and (iii) the rescission would not conflict with any judgment cured or decreewaived as provided in Section 5.04. No such rescission shall will affect any subsequent Default default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% a majority in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in Sections 6.01(a)(viii) or (5)6.01(a)(ix) with respect to the Company) occurs and is continuing, the Trustee Trustee, by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then Notes outstanding plus accrued and unpaid interest Special Interest, if any, on all the Notes that are not already due and payable to the date of acceleration are be immediately due and payable. Upon such a declaration, such accelerated amount shall be due and payable immediately. If an Event of Default specified in which case such amounts shall Sections 6.01(viii) or 6.01(ix) with respect to the Company (and not solely with respect to one or more of its Significant Subsidiaries) occurs and is continuing, the principal amount of Notes outstanding plus accrued and unpaid Special Interest, if any, on all the Notes shall, automatically and without any action by the Trustee or any Holder, become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes at the time outstanding, by notice to the Trustee and the Company, and without notice to any other Holder, may rescind any declaration of acceleration if the rescission would not conflict with any judgment or decree of a court of competent jurisdiction and annul such acceleration and its consequences if (i) all existing Events of Default, Default have been cured or waived other than the nonpayment of accelerated principal, interest the principal amount or premiumaccrued but unpaid Special Interest, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration as a result of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) specified in clause (8) or (5)9) of Section 7.01 that occurs with respect to an Issuer) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company Issuers and Paying Agent (and to the Trustee and Paying Agent if such notice is given by the Holders), may, and the Trustee, may declare that Trustee at the entire principal amount request of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority at least 25% in aggregate principal amount of the Notes then outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Defaultshall, other than declare the nonpayment of accelerated principalprincipal of, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of accrued interest and overdue principalAdditional Amounts, which has become if any, on the Notes to be immediately due otherwise than by such and payable. Upon a declaration of acceleration, such principal of, premium, if any, accrued interest and Additional Amounts, if any, shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (6) of Section 7.01 has been paid occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (iii6) of Section 7.01 shall be remedied or cured by the rescission would not conflict relevant Issuer or Significant Subsidiary or waived by the Holders of the relevant Indebtedness within 60 days after the declaration of acceleration with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent respect thereto. In case If an Event of Default specified in Section 6.1(4) clause (8) or (59) of Section 7.01 occurs with respect to an Issuer, the Company occurs, such principalprincipal of, premium, if any, accrued interest and interest amount with respect to all of Additional Amounts, if any, on the Securities of that Series Notes then outstanding shall automatically become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holder. The Holders of at least a majority in principal amount of the Securities outstanding Notes by written notice to the Issuers and to the Trustee may waive all past Defaults and rescind and annul a declaration of that Series.acceleration and its consequences if:

Acceleration. If any Event of Default occurs and is continuing with respect to the Securities of a series, the Trustee, by notice to the Issuers, or the Holders of at least 25% in principal amount of the then outstanding Securities of such series, by notice to the Issuers and the Trustee, may declare all the Securities of such series to be due and payable immediately. Upon any such declaration, the Securities of such series shall become due and payable immediately, together with all accrued and unpaid interest and premium, if any, thereon. Notwithstanding the preceding, if an Event of Default specified in clause (f) or (g) of Section 6.01 hereof occurs with respect to the Company or the Operating Company, all outstanding Securities shall become due and payable immediately without further action or notice, together with all accrued and unpaid interest and premium, if any, thereon. The Holders of a majority in principal amount of the then outstanding Securities of a series with respect to which a declaration of acceleration has been made by notice to the Trustee may, on behalf of all of the Holders of Securities of such series, rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default with respect to Securities of any Series at the time outstanding such series (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice except with respect to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has have become due solely because of the acceleration, ) have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company resulting from sub-clauses (other than an Event of Default arising under Section 6.1(47) or (58) above)) occurs , shall have occurred and is continuingbe continuing under the Indenture, the Trustee by written notice to the Company, or the Holders of not less than 25% at least 25 percent in aggregate principal amount of the Securities of that the applicable Series then outstanding by written notice to the Company and the Trustee, may declare that all Securities of such Series to be due and payable immediately. Upon such declaration of acceleration, the entire principal amount of all amounts due and payable on the Securities of that such Series then outstanding plus accrued will be due and unpaid interest payable immediately. If an Event of Default with respect to the date Company specified in sub-clauses (7) or (8) above occurs, all amounts due and payable on the Securities of acceleration are such Series will ipso facto become and be immediately due and payablepayable without any declaration, in which case such amounts shall become immediately due notice or other act on the part of the Trustee and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment the Company or decree based on such acceleration is obtained by the Trustee, the any Holder. The Holders of a majority in aggregate principal amount of the Securities of such Series then outstanding by written notice to the Trustee and the Company may waive any Default or Event of Default (other than any continuing Default or Event of Default in payment of principal or interest) with respect to such Series of Securities under the Indenture. Holders of a majority in principal amount of the then outstanding Securities of that such Series may rescind and annul an acceleration with respect to such acceleration Series and its consequences if consequence (i) all existing Events of Default, other than the except an acceleration due to nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of on the acceleration, have been cured or waived, (ii) to the extent the payment Securities of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iiiSeries) if the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived. No such rescission shall extend to or shall affect any subsequent Default Event of Default, or shall impair any right or power consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company specified in clauses (other than an Event of Default arising under Section 6.1(4g) or (5)h) of Section 8.01) occurs and is continuing, the Trustee may, by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding may, by written notice to the Company and the Trustee, may declare that all unpaid principal of, plus interest accrued and unpaid through the entire principal amount date of such declaration on, all the Securities of that Series then outstanding plus accrued to be due and unpaid interest to payable upon any such declaration, and the date of acceleration are same shall thereupon become and be immediately due and payable. If an Event of Default with respect to the Company specified in clause (g) or (h) of Section 8.01 occurs, in which case all unpaid principal of, plus interest accrued and unpaid through the date of such amounts default on, all the Securities then outstanding shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of the Securities then outstanding Securities of that Series or the Holders originally causing the acceleration by notice to the Trustee may rescind and annul such an acceleration of Securities and its consequences before a judgment or decree for the payment of money has been obtained by the Trustee if (ia) the rescission would not conflict with any existing order or decree, (b) all existing Events of Default, other than the nonpayment of accelerated principalthe principal of, plus accrued and unpaid interest or premiumon, if any, the Securities that has become due solely because by such declaration of the acceleration, have been cured or waived, waived and (iic) all payments due to the extent the payment of such interest is lawful, interest on overdue installments of interest Trustee and overdue principal, which has become due otherwise than by such declaration of acceleration, has any predecessor Trustee under Section 9.06 have been paid and (iii) the rescission would not conflict with any judgment or decreemade. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. (a) If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (d) or (5)e) of Section 5.01 hereof) occurs and is continuingcontinuing with respect to Securities of any series, the Trustee by written notice to the Company, Company or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the then outstanding Securities of that Series then outstanding series by written notice to the Company and the Trustee, may declare that the entire unpaid principal amount of of, premium, if any, and any accrued and unpaid interest on all the Securities of that Series then outstanding plus the affected series to be due and payable immediately. Except as set forth above, upon such declaration the principal of, premium, if any, and interest shall be due and payable immediately. If an Event of Default specified in clause (d) or (e) of Section 5.01 hereof occurs with respect to the Company or any Guarantor, the unpaid principal of, premium, if any, and any accrued and unpaid interest to on all the date of acceleration are Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that payable without further action or notice on the part of the Trustee or any Holder. (b) At any time after such a declaration of acceleration but with respect to the Securities of any series has been made and before a judgment or decree based on such acceleration is for payment of the money due has been obtained by the TrusteeTrustee as hereinafter in this Article 5 provided, the Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series such series, by written notice to the Company and the Trustee, may rescind and annul such acceleration declaration and its consequences if (i) the Company or a Guarantor has paid or deposited with the Trustee a sum sufficient to pay (A) all existing Events overdue interest on all of Defaultthe Securities of that series, other than (B) the nonpayment principal of accelerated principal, interest or (and premium, if any, on) Securities of that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, series which has become due otherwise than by such declaration of acceleration and any interest thereon at the rate or rates prescribed therefor in the Securities of that series, (C) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or rates prescribed therefor in the Securities of that series, and (D) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee and its agents and counsel and (ii) all Events of Default with respect to the Securities of that series, other than the non-payment of the principal of the Securities of that series which have become due solely by such declaration of acceleration, has have been paid and (iii) the rescission would not conflict with any judgment cured or decreewaived as provided in Section 5.04. No such rescission shall will affect any subsequent Default default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(3) or (54)) occurs and is continuing, unless the Principal Amount of all the Securities shall have already become due and payable, either the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the Securities of that Series then at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount Issue Price and accrued Original Issue Discount through the date of declaration on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are be immediately due and payable, whereupon such Issue Price and accrued Original Issue Discount shall be due and payable immediately; provided that, if an Event of Default specified in which case Section 6.01(3) or (4) occurs and is continuing, the Issue Price and accrued Original Issue Discount on all the Securities through the date of the occurrence of such amounts Event of Default shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series at the time outstanding, by notice to the Trustee (and without notice to any other Securityholder) may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of the Issue Price and accrued Original Issue Discount that have become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.06 have been paid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of of, and premium, if any, on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration acceleration, but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that such Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) occurs with respect to the Company occursCompany, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of ------------ Default arising under Section 6.1(4specified in Sections 6.1(h) or (5i)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company and the TrusteeCompany, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payableAccreted Value of, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become interest and other monetary obligations (including Additional Amounts, if any, and Liquidated Damages, if any) on all the then outstanding Notes to be immediately due solely because of the accelerationand payable. Upon such a declaration, have been cured or waivedsuch Accreted Value of, (ii) to the extent the payment of such interest is lawfulpremium, if any, interest and other monetary obligations on overdue installments the Notes shall be immediately due and payable. In the event of interest a declaration of acceleration because an Event of Default set forth in subsection 6.1(f) above has occurred and overdue principalis continuing, which has become due otherwise than by such declaration of acceleration, has been paid acceleration shall be automatically rescinded and (iiiannulled if the event of default triggering such Event of Default pursuant to subsection 6.1(f) shall be remedied or cured by the rescission would not conflict Company and/or the relevant Restricted Subsidiaries or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent respect thereto. In case If an Event of Default specified in Section 6.1(4subsections 6.1(h) or (5i) with respect to the Company above occurs, such principalthe Accreted Value of, premium, if any, accrued interest and interest amount with respect to all of other monetary obligations on the Securities of that Series Notes then outstanding shall ipso facto become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holder. The Trustee shall have no obligation to accelerate the Notes if in the best judgment of the Trustee acceleration is not in the best interest of the Holders of the Securities of that Seriessuch Notes.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(f) or (5)g) in respect of the Company) occurs and is continuing, the Trustee by written notice Notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the Securities of that Series then at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount Principal Amount of all the Securities of that Series then outstanding plus and any accrued and unpaid interest to (including Additional Interest and Defaulted Interest, if any) and premium, if any, through the date of acceleration are declaration on all the Securities to be immediately due and payable. Upon such a declaration, such Principal Amount and such accrued and unpaid interest (including Additional Interest and Defaulted Interest, if any) and premium, if any, shall be due and payable immediately. If an Event of Default specified in which case such amounts Section 6.01(f) or (g) occurs in respect of the Company and is continuing, the Principal Amount of the Securities and any accrued and unpaid interest on all the Securities (including Additional Interest and Defaulted Interest, if any) and premium, if any, shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holders. The Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series at the time outstanding, by notice to the Trustee (and without notice to any other Holder) may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived, other than the non-payment of the Principal Amount of the Securities and any accrued and unpaid interest that have become due solely as a result of acceleration, and if all amounts due to the Trustee under Section 7.07 hereof have been paid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount (and any premium, if any, on) of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, Securities may declare that the entire principal amount of all the Securities of to be due and payable immediately; provided, that Series then outstanding plus accrued and unpaid interest so long as any Indebtedness permitted to be incurred pursuant to the date Senior Secured Credit Agreement shall be outstanding, such acceleration shall not be effective until the earlier of (i) an acceleration of any such Indebtedness under the Senior Secured Credit Agreement or (ii) five business days after receipt by the Company of written notice of such acceleration under this Indenture. Notwithstanding the foregoing, in the case of an Event of Default described in clause (8) or (9) of Section 6.1, all outstanding Securities will become due and payable without further action or notice. In the event of a declaration of acceleration are immediately due of the Securities because an Event of Default described in clause (5) of Section 6.1 has occurred and payableis continuing, in which case the declaration of acceleration of the Securities shall be automatically annulled if the event of default or Payment Default triggering such amounts Event of Default pursuant to clause (5) shall become immediately due be remedied or cured by the Company or a Restricted Subsidiary or waived by the Holders of the relevant Indebtedness within 20 days after the declaration of acceleration with respect thereto and payable; PROVIDED, HOWEVER, that after such if (a) the annulment of the acceleration but before a of the Securities would not conflict with any judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount court of the outstanding Securities of that Series may rescind competent jurisdiction and annul such acceleration and its consequences if (ib) all existing Events of Default, other than the except nonpayment of accelerated principal, premium or interest or premium, if any, on the Securities that has become became due solely because of the accelerationacceleration of the Securities, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(4) or (5)) occurs and is continuingcontinuing with respect to Securities of any series at the time outstanding, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the outstanding Securities of that Series then outstanding series by written notice to the Company and the Trustee, may declare that to be due and payable immediately (1) the entire principal amount (or, if Securities of that series are Original Issue Discount Securities, such portion of the principal amount as may be specified in the terms of Securities of that series) of all of the Securities of that Series series then outstanding plus and (2) interest, if any, accrued and unpaid interest to the date of acceleration acceleration. Upon such declaration, such principal amount (or specified amount) and interest, if any, shall be due and payable immediately. If an Event of Default specified in Section 6.01(4) or (5) occurs and is continuing, (1) the principal amount (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 the Securities of that series) of all of the Securities of that series then outstanding and (2) interest, if any, accrued to the date of such acceleration, shall become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or Securityholders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series the series with respect to which an acceleration applies by notice to the Trustee may rescind and annul such an acceleration and its consequences with respect to such series if (i) all existing Events of Default, Default (other than the nonpayment non-payment of accelerated principal, interest or premiumthe principal of and accrued interest, if any, on Securities that has have become due solely because by such acceleration) with respect to Securities of the acceleration, that series have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest waived and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(8) or (56.01(9)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of the Securities together with any accrued and unpaid Interest and accrued and unpaid Liquidated Damages, if any on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are be immediately due and payable. Upon such a declaration, in which case such amounts accelerated amount shall become immediately be due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(46.01(8) or (56.01(9) occurs and is continuing, the principal amount of the Securities together with respect to the Company occurs, such principal, premiumany accrued and unpaid Interest and accrued and unpaid Liquidated Damages, if any, and interest amount with respect to on all of the Securities of that Series shall become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Securityholders. The Holders of a majority in aggregate principal amount of the Securities at the time outstanding, by notice to the Trustee (and without notice to any other Securityholder) may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of the principal amount of the Securities and any accrued and unpaid Interest, and accrued and unpaid Liquidated Damages, if any, that Serieshave become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.07 have been paid. No such rescission shall affect any subsequent Event of Default or impair any right consequent thereto. For the avoidance of doubt, nothing in this Indenture is intended to provide creditor rights for amounts in excess of the principal amount of any Security, plus accrued and unpaid Interest and Liquidated Damages, if any.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.01(6) or (57)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes (including Additional Notes, if any) then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series Notes then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case either (i) such amounts shall become immediately due and payable; PROVIDEDor (ii) if there are any amounts outstanding under or in respect of the Senior Credit Facility, HOWEVERsuch amounts shall become due and payable upon the first to occur of an acceleration under or in respect of the Senior Credit Facility or five Business Days after receipt by the Company and the agent for the lenders under the Senior Credit Facility of notice of the acceleration of the Notes; provided, however, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.01(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that SeriesNotes.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(f) or (5)g) with respect to the Parent or the Company) occurs and is continuing, the Trustee or the Holders of at least 25% in principal amount of the outstanding Securities, by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of and accrued but unpaid interest on all the Securities to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. In the event a declaration of that Series then outstanding plus accrued acceleration because an Event of Default set forth in Section 6.01(e) has occurred and unpaid interest is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to Section 6.01(e) shall be remedied or cured by the Parent or its Significant Subsidiary or waived by the holders of the Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in Section 6.01(f) or (g) with respect to the date Parent or the Company occurs, the principal of acceleration are and interest on all the Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series by notice to the Trustee may rescind and annul any such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(f) or (5)g) with respect to either of the Issuers or a Significant Subsidiary) occurs and is continuing, the Trustee upon written request of Holders of at least 25% in principal amount of outstanding Securities, by notice to the Issuers shall declare that the principal of, premium, if any, and accrued but unpaid interest on all the Securities is due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the CompanyIssuers and the Representative under the Credit Agreement and the trustee for the Second Lien Notes and (ii) the day on which any Bank Indebtedness or Indebtedness represented by the Second Lien Notes is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default specified in Section 6.01(f) or (g) with respect to either of the Issuers or a Significant Subsidiary occurs, the principal of, premium, if any, and 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 Holders. The Holders of not less than 25% a majority in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an the event of any Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs6.01(e), such principalEvent of Default and all consequences thereof (excluding, premiumhowever, if any, and interest amount with respect to all of the Securities of that Series any resulting payment default) shall be due annulled, waived and payable immediately rescinded, automatically and without any declaration or other act on the part of action by the Trustee or the Holders of the Securities, if within 20 days after such Event of Default arose the Issuers deliver an Officers’ Certificate to the Trustee stating that (x) the Indebtedness or guarantee that is the basis for such Event of Default has been discharged or (y) the holders thereof have rescinded or waived the acceleration, notice or action (as the case may be) giving rise to such Event of Default or (z) the default that is the basis for such Event of Default has been cured, it being understood that in no event shall an acceleration of the principal amount of the Securities as described above be annulled, waived or rescinded upon the happening of that Seriesany such events.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (i) or (5)j) of Section 6.1 hereof with respect to the Company) with respect to the Notes occurs and is continuing, the Trustee may, by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding may, by written notice to the Company and the Trustee, may declare that the entire all unpaid principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are on the Notes then outstanding (if not then due and payable) to be due and payable upon any such declaration, and the same shall become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(4clause (i) or (5j) of Section 6.1 hereof with respect to the Company occurs, such principalall unpaid principal (including, without limitation, any premium, if any, then outstanding), and interest amount with respect to all of accrued interest, if any, on the Securities of that Series Notes then outstanding shall ipso facto become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holder. The Holders of a majority in aggregate principal amount of Notes then outstanding by notice to the Securities Trustee may rescind an acceleration and its consequences if (a) all existing Events of that SeriesDefault, other than the nonpayment of the principal of Notes which has become due solely by such declaration of acceleration, have been cured or waived; (b) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction; and (c) all payments due to the Trustee and any predecessor Trustee under Section 7.7 hereof in respect of the Notes have been made. No such rescission shall affect any subsequent default or impair any right consequent thereto.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an ------------ Event of Default arising under specified in Section 6.1(46.01(7) or (5)8) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of and accrued but unpaid interest on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately be due and payable; PROVIDEDprovided, HOWEVERhowever, that after so -------- ------- long as any Bank Indebtedness remains outstanding, no such acceleration but before shall be effective until the earlier of (1) five Business Days after the giving of written notice to the Company and the administrative agent (or similar agent if there is no administrative agent) under the Credit Agreement and (2) the day on which any Bank Indebtedness is accelerated. Upon such a judgment declaration, such principal and interest shall be due and payable immediately. If an Event of Default specified in Section 6.01(7) or decree based on such acceleration (8) with respect to the Company occurs and is obtained by the Trusteecontinuing, the principal of and 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 Securityholders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series by notice to the Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely be- cause of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.1(3) or (54)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the Securities of that Series then at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount Issue Price and accrued Original Issue Discount up to and including the date of declaration (and Additional Interest, if any) on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are be immediately due and payable. Upon such a declaration, in which case such amounts Issue Price and accrued Original Issue Discount shall become immediately and be due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(46.1(3) or (54) with respect to occurs and is continuing, the Company occurs, such principal, premiumIssue Price and accrued Original Issue Discount (and Additional Interest, if any, and interest amount with respect to ) on all of the Securities of that Series shall become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holders. The Holders of a majority in aggregate Principal Amount of the Securities at the time outstanding, by notice to the Company and the Trustee (and without notice to any other Holder), may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of the Issue Price and accrued Original Issue Discount (and Additional Interest, if any) that Serieshave become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.7 have been paid. No such rescission shall affect any subsequent or other Default or Event of Default or impair any consequent right.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the Trustee, may declare that Trustee at the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment request of such interest is lawfulHolders shall, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) declare the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principalprincipal of, premium, if any, and accrued interest amount on the Notes to be immediately due and payable. Upon a declaration of acceleration, such principal of, premium, if any, and accrued and unpaid interest shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to all of the Securities of that Series Company, the principal of, premium, if any, and accrued and unpaid interest on the Notes then outstanding shall IPSO FACTO become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holder. At any time after such declaration of acceleration, but before a judgment or decree for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in principal amount of the Securities outstanding Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul a declaration of acceleration and its consequences if (a) the Company has paid or deposited with the Trustee a sum sufficient to pay (i) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances (if any) of the Trustee, its agents and counsel, (ii) all overdue interest on all Notes, (iii) the principal of and premium, if any, on any Notes that Serieshave become due otherwise than by such declaration or occurrence of acceleration and interest thereon at the rate prescribed therefor by such Notes, and (iv) to the extent that payment of such interest is lawful, interest upon overdue interest, if any, at the rate prescribed therefor by such Notes, (b) all existing Events of Default, other than the non-payment of the principal of, premium, if any, and accrued interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived and (c) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) above that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount at maturity of the Securities of that Series Notes, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all Accreted Value of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts Accreted Value of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) above has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Group Member or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) above occurs with respect to the Company, that the Accreted Value of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. (a) If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (6) or (57) of Section 6.01) shall occur and be continuing, the Trustee or the Holders of at least 25% in principal amount of outstanding Notes may declare the principal of and accrued interest on all the Notes to be due and payable by notice in writing to the Company and the Trustee specifying the respective Event of Default and that it is a "notice of acceleration" (the "ACCELERATION NOTICE"), and the same (i) shall become immediately due and payable or (ii) if there are any amounts outstanding under the Credit Agreement, shall become immediately due and payable upon the first to occur of an acceleration under the Credit Agreement or 5 business days after receipt by the Company and the Representative under the Credit Agreement of such Acceleration Notice. If an Event of Default specified in clause (6) or (7) of Section 6.01 occurs and is continuing, the Trustee by written notice to the Companythen all unpaid principal of, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trusteepremium, may declare that the entire principal amount of all the Securities of that Series then outstanding plus if any, and accrued and unpaid interest to on all of the date of acceleration are outstanding Notes shall 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. (b) At any time after a declaration of acceleration with respect to the Notes as described in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trusteepreceding paragraph, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul cancel such acceleration declaration and its consequences if (i) if the rescission would not conflict with any judgment or decree, (ii) if all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid, (iv) if the Company has paid the Trustee its reasonable compensation and reimbursed the Trustee for its expenses, disbursements and advances and (iiiv) in the rescission would not conflict with any judgment event of the cure or decreewaiver of an Event of Default of the type described in clause (6) or (7) of Section 6.01, the Trustee shall have received an Officers' Certificate and an Opinion of Counsel that such Event of Default has been cured or waived. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(7) or (5)8) with respect to the Issuer) occurs and is continuing, continuing the Trustee by written notice to the CompanyIssuer, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company Issuer and the Trustee, may declare that the entire principal amount of all amounts owing under the Securities to be due and payable immediately. Upon such declaration of that Series then outstanding plus acceleration, the aggregate principal of and accrued and unpaid interest to on the date of acceleration are outstanding Securities shall immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration acceleration, but before a judgment or decree based on such acceleration is obtained by the Trusteeacceleration, the Holders of a majority in aggregate principal amount of such outstanding Securities, by notice to the outstanding Securities of that Series Trustee, may rescind and annul such acceleration. The Holders of a majority in principal amount of the outstanding Securities may waive all past or existing defaults (except with respect to nonpayment of principal, premium or interest) and rescind any such acceleration with respect to the Securities and its consequences if (i1) such rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount on the Securities that have become due solely by such declaration of acceleration, have been cured or waived. If an Event of Default specified in Section 6.01(7) or (8) with respect to the Issuer occurs, all of the outstanding Securities of that Series shall be become due and payable immediately without any declaration further action or other act on the part of the Trustee or the Holders of the Securities of that Seriesnotice.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(6) or (57)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such -------- ------- acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts principal of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company and/or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration hereunder with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to the Company, that the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such a declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(7) or (5)8) with respect to the Parent or any Significant Subsidiary) occurs and is continuing, the Trustee by written notice to the CompanyIssuer, or the Holders holders of Notes of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding by written notice to the Company Issuer and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus and accrued and unpaid interest to the date of such acceleration are on all the Notes to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default specified in Section 6.01(7) or (8) with respect to the Parent or any Significant Subsidiary occurs, the principal of and accrued and unpaid interest to the date of such acceleration on all the Notes shall, automatically and without any action by the Trustee or any Holder, become and be immediately due and payable. After any such acceleration, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such upon acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes by notice to the Trustee and the Issuer may rescind and annul such declaration of acceleration if the rescission would not conflict with any judgment or decree and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principal, interest premium or premium, if any, that has become due solely because of the accelerationinterest, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreewaived as provided in this Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event (a) In the case of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under from either Section 6.1(46.01(g) or (5)h) with respect to the Company or any Significant Subsidiary, the principal of, premium, if any, and interest on all outstanding Notes will become due and payable immediately without further action or notice. If any other Event of Default occurs and is continuing, the Trustee Trustee, by written notice to the CompanyIssuers, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Notes, by written notice to the Company Issuers and the Trustee, may declare that the entire principal amount of all the Securities Notes to be due and payable immediately. (b) At any time after a declaration of that Series then outstanding plus accrued and unpaid interest acceleration with respect to the date of acceleration are immediately due and payable, Notes as described in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trusteepreceding paragraph, the Holders of a majority in aggregate principal amount of outstanding Notes, by notice to the outstanding Securities of that Series Trustee, may rescind and annul cancel such acceleration declaration and its consequences if consequences: (i) if the rescission would not conflict with any judgment or decree of a court of competent jurisdiction; (ii) if all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, premium or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, ; (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, premium and interest, which has become due otherwise than by such declaration of acceleration, has been paid paid; and (iv) in the event of the cure or waiver of a Default of the type set forth in Section 6.01(g) or (h), the Trustee shall have received an Officers' Certificate and (iii) the rescission would not conflict with any judgment an Opinion of Counsel that such Default has been cured or decreewaived. No such waiver or rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(d) or (5)Section 6.1(e) of the Base Indenture) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that all Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that all of the Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that all Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(d) or (5Section 6.1(e) of the Base Indenture with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that each Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that such Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(g) or (5)h) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities by written notice (specifying the Event of Default and stating that Series the notice is a "notice of acceleration") to the Company may declare the principal of and accrued but unpaid interest (including Additional Interest, if any) on all the Securities to be due and payable. Upon such a declaration, such principal and interest (including Additional Interest, if any) shall be due and payable immediately. If an Event of Default specified in Section 6.01(g) or (h) with respect to the Company occurs, the principal of and interest (including Additional Interest, if any) 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 Holders. The Holders of a majority in principal amount of the Securities by notice to the Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(6) or (57)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(7) or (5)8) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of and accrued but unpaid interest on all the Securities of that Series then outstanding plus accrued to be due and unpaid interest payable by notice in writing to the date Company and (if applicable) the Trustee specifying the respective Event of acceleration are Default and that it is a "notice of acceleration" (the "Acceleration Notice"). Upon proper delivery of such Acceleration Notice, such principal and interest shall be due and payable immediately. If an Event of Default specified in Section 6.01(7) or (8) with respect to the Company occurs and is continuing, the principal of and interest on all the Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series by notice to the Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) above that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount at maturity of the Securities of that Series Notes, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all Accreted Value of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts Accreted Value of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) above has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Group Member or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) above occurs with respect to the Company, that the Accreted Value of, premium, if any, and accrued interest on the Notes then outstanding 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. 69 63 At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company resulting from subclause (other than an Event of Default arising under Section 6.1(44) or (5) of Section 6.01)) occurs , shall have occurred and is continuingbe continuing under the Indenture, the Trustee by written notice to the Company, or the Holders of not less than 25% at least 25 percent in aggregate principal amount of the Securities of that the applicable Series then outstanding by notice to the Company and the Trustee, may declare all Securities of such Series to be due and payable immediately. Upon such declaration of acceleration, the amounts due and payable on the Securities of such Series will be due and payable immediately. If an Event of Default with respect to the Company specified in subclause (4) or (5) of Section 6.01 occurs, all unpaid principal and accrued interest of the Securities of such Series will 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. At any time after such a declaration of acceleration with respect to any Series has been made, the Holders of a majority in principal amount of the outstanding Securities of that Series, by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration declaration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premiumconsequences, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4decree and if: (1) or (5) with respect to the Company occurs, such principal, has paid or deposited with the Trustee a sum sufficient to pay: (A) all overdue interest on all Securities of that Series, (B) the principal of (and premium, if any, on) any Securities of that Series which have become due otherwise than by such declaration of acceleration and any interest amount thereon at the rate or rates prescribed therefor in such Securities, (C) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or rates prescribed therefor in such Securities, and (D) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel; and (2) all Events of Default with respect to all the Securities of that Series, other than the non-payment of the principal and interest, if any, of the Securities of that Series which have become due solely by such declaration of acceleration, have been cured or waived as provided in Section 6.04. No such rescission shall be due and payable immediately without extend to or shall affect any declaration subsequent Event of Default, or other act on the part of the Trustee shall impair any right or the Holders of the Securities of that Seriespower consequent thereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.1(f) or (5g)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Guarantors, or the Holders of at least 25% in aggregate Principal Amount of the Debentures at the time outstanding by notice to the Company, the Guarantors and the Trustee, may declare that the entire principal amount Principal Amount of all the Securities of that Series then outstanding Debentures plus all accrued and unpaid interest to thereon through the date of acceleration are declaration to be immediately due and payable. Upon such a declaration, in which case such amounts Principal Amount plus all accrued interest and Additional Interest, if any, shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment . If an Event of Default specified in Section 6.1(f) or decree based on such acceleration (g) occurs and is obtained by the Trusteecontinuing, the Principal Amount of all the Debentures plus all accrued interest and Additional Interest, if any, thereon shall become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series Debentures at the time outstanding, by notice to the Trustee (and without notice to any other Securityholder), may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of the Principal Amount plus all accrued interest and Additional Interest, if any, that have become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.7 have been paid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(44.01(h) or (54.01(i)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then Senior Notes at the time outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus and any accrued and unpaid interest Interest, if any, on all the Senior Notes to the date of acceleration are be immediately due and payable. Upon such a declaration, in which case such amounts accelerated amount shall become immediately be due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(44.01(h) or (54.01(i) with respect to occurs and is continuing, the Company occurs, such principal, premiumprincipal amount of the Senior Notes and any accrued and unpaid Interest, if any, on all the Senior Notes shall become and interest amount with respect to all of the Securities of that Series shall be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holders. The Holders of a majority in aggregate principal amount of the Securities Senior Notes at the time outstanding, by notice to the Trustee (and without notice to any other Holder) may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of the principal amount of the Senior Notes and any accrued and unpaid Interest, if any, that Serieshave become due solely as a result of acceleration and if all amounts due to the Trustee under Section 6.07 of the Base Indenture have been paid. No such rescission shall affect any subsequent Event of Default or impair any right consequent thereto.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.1(f) or (5g)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Guarantors, or the Holders of at least 25% in aggregate Principal Amount of the Notes at the time outstanding by notice to the Company, the Guarantors and the Trustee, may declare that the entire principal amount Principal Amount of all the Securities of that Series then outstanding Notes plus all accrued and unpaid interest to thereon through the date of acceleration are declaration to be immediately due and payable. Upon such a declaration, in which case such amounts Principal Amount plus all accrued interest and Additional Interest, if any, shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment . If an Event of Default specified in Section 6.1(f) or decree based on such acceleration (g) occurs and is obtained by the Trusteecontinuing, the Principal Amount of all the Notes plus all accrued interest and Additional Interest, if any, thereon shall become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series Notes at the time outstanding, by notice to the Trustee (and without notice to any other Securityholder), may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of the Principal Amount plus all accrued interest and Additional Interest, if any, that have become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.7 have been paid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event (a) In the case of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under from either Section 6.1(46.01(g) or (5)h) with respect to the Company or any Significant Subsidiary, the principal of, premium, if any, and interest on all outstanding Notes will become due and payable immediately without further action or notice. If any other Event of Default occurs and is continuing, the Trustee Trustee, by written notice to the CompanyIssuers, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Notes, by written notice to the Company Issuers and the Trustee, may declare that the entire principal amount of all the Securities Notes to be due and payable immediately. (b) At any time after a declaration of that Series then outstanding plus accrued and unpaid interest acceleration with respect to the date of acceleration are immediately due and payable, Notes as described in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trusteepreceding paragraph, the Holders of a majority in aggregate principal amount of outstanding Notes, by notice to the outstanding Securities of that Series Trustee, may rescind and annul cancel such acceleration declaration and its consequences if consequences: (i) if the rescission would not conflict with any judgment or decree of a court of competent jurisdiction; (ii) if all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, premium or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, ; (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, premium and interest, which has become due otherwise than by such declaration of acceleration, has been paid paid; and (iv) in the event of the cure or waiver of a Default of the type set forth in Section 6.01(g) or (h), the Trustee shall have received an Officers’ Certificate and (iii) the rescission would not conflict with any judgment an Opinion of Counsel that such Default has been cured or decreewaived. No such waiver or rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (f) or (5)g) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Securities, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payableof, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, and accrued interest on overdue installments of interest the Securities to be immediately due and overdue principal, which has become due otherwise than by such payable. Upon a declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and accrued interest amount shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (d) of Section 6.01 has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (d) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (f) or (g) of Section 6.01 occurs with respect to all of the Company, the principal of, premium, if any, and accrued interest on the Securities of that Series then outstanding shall ipso facto become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holder. At any time after such a declaration of acceleration, but before a judgment or decree for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in principal amount of the outstanding Securities, by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (a) the Company has paid or deposited with the Trustee a sum sufficient to pay (i) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel, (ii) all overdue interest on all Securities, (iii) the principal of and premium, if any, on any Securities that have become due otherwise than by such declaration or occurrence of that Series.acceleration and interest thereon at the rate prescribed therefor by such Securities, and

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities the Company specified in clauses (i) and (j) of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)6.01) occurs and is continuing, then and in every such case the Trustee Trustee, by written notice to the Company, or the Holders holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Convertible Notes, by written notice to the Company and the Trustee, may declare that the entire unpaid principal amount of all the Securities of that Series then outstanding plus of, and accrued and unpaid interest and Additional Interest, if any, on all the Convertible Notes to the date of acceleration are immediately be due and payable. Upon such declaration, in which case such amounts principal amount, and accrued and unpaid interest and Additional Interest, if any, shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment notwithstanding anything contained in this Indenture or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) Convertible Notes to the extent contrary, but subject to the payment provisions of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with Article XI. If any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company specified in clauses (i) or (j) of Section 6.01 occurs, such principalall unpaid principal of, premiumand accrued and unpaid interest and Additional Interest, if any, and interest amount with respect to all of on the Securities of that Series Convertible Notes then outstanding shall be become automatically due and payable immediately subject to the provisions of Article XI, without any declaration or other act on the part of the Trustee or the Holders any holder of Convertible Notes. The holders of a majority in aggregate principal amount of the Securities then outstanding Convertible Notes by written notice to the Trustee may rescind an acceleration of that Seriesthe Convertible Notes and its consequences if all existing Events of Default (other than nonpayment of principal of and interest and Additional Interest, if any, on the Convertible Notes which has become due solely by virtue of such acceleration) have been cured or waived and if the rescission would not conflict with any judgment or decree of any court of competent jurisdiction. No such rescission shall affect any subsequent Default or Event of Default or impair any right consequent thereto.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company or any Subsidiary Guarantor) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities Notes of that Series the applicable series then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal (or, if the Notes of such series are Original Issue Discount Notes, such portion of the principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series as may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default be specified in Section 6.1(4) or (5) with respect to the Company occurs, such principalseries) of, premium, if any, and accrued interest amount on the applicable series of Notes to be immediately due and payable. Upon a declaration of acceleration, such principal of, premium, if any, and accrued interest shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) of Section 6.01 shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to all the Company, the principal of, premium, if any, and accrued interest on the Notes of the Securities of that Series each series then outstanding shall automatically become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holder. The Holders of at least a majority in principal amount of the Securities outstanding Notes of the applicable series by written notice to the Company and to the Trustee, may waive all past defaults and rescind and annul a declaration of acceleration and its consequences if (x) all existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the applicable series of Notes that Serieshave become due solely by such declaration of acceleration, have been cured or waived and (y) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction. For all purposes under this Indenture, if a portion of the principal of any Original Issue Discount Notes shall have been accelerated and declared due and payable pursuant to the provisions hereof, then, from and after such declaration, unless such declaration has been rescinded and annulled, the principal amount of such Original Issue Discount Notes shall be deemed, for all purposes hereunder, to be such portion of the principal thereof as shall be due and payable as a result of such acceleration, and payment of such portion of the principal thereof as shall be due and payable as a result of such acceleration, together with interest, if any, thereon and all other amounts owing thereunder, shall constitute payment in full of such Original Issue Discount Notes.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(6) or (57)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by a valid written notice to the Company and the Trustee, may Trustee specifying the default declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) occurs of Section 6.01 hereof with respect to the Company shall have occurred and is be continuing, the Trustee by written notice to the Company, Company or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Notes by written notice to the Company and the Trustee, Trustee may declare that all amounts owing under the entire Notes to be due and payable immediately. Upon such declaration of acceleration, the aggregate principal amount of all the Securities of that Series then outstanding plus and accrued and unpaid interest to on the date of acceleration are outstanding Notes shall immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration acceleration, but before a judgment or decree based on such acceleration is obtained by the Trusteeacceleration, the Holders of a majority in aggregate principal amount of the such outstanding Securities of that Series may Notes may, under certain circumstances, rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the accelerationprincipal and interest, have been cured or waivedwaived as provided in this Agreement. Notwithstanding the foregoing, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case if an Event of Default specified in Section 6.1(4clause (g) or (5h) of Section 6.01 hereof occurs with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series outstanding Notes shall be due and payable immediately without any declaration further action or other act on notice. The Company may cure a Default or Event of Default by designating a Restricted Subsidiary as an Unrestricted Subsidiary in compliance with Section 4.16 hereof, if the part circumstances giving rise to such Default or Event of Default would not have constituted a Default or Event of Default had such Restricted Subsidiary been an Unrestricted Subsidiary during the Trustee or the Holders relevant period of the Securities of that Seriessuch circumstances.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.01(vii) or (5)with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding may by written notice to the Company and the Trustee, may Trustee declare that to be immediately due and payable the entire principal amount of all the Securities of that Series Notes then outstanding plus accrued and but unpaid interest to the date of acceleration are immediately due and payable, in which case (i) such amounts shall become immediately due and payablepayable or (ii) if there are any amounts outstanding under or in respect of the New Credit Facility, such amounts shall become due and payable upon the first to occur of an acceleration of amounts under or in respect of the New Credit Facility or five Business Days after receipt by the Company and the Representative of notice of the acceleration of the Notes; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders holders of a majority in aggregate principal amount of the outstanding Securities of that Series may Notes may, under certain circumstances, rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, premium or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest waived and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (56.01(vii) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders holders of the Securities of that SeriesNotes.

Acceleration. If an Event of Default (other than an Event of Default with respect to the Issuer, the Company or any Significant Subsidiary resulting from sub-clauses (7) or (8) of Section 6.01), shall have occurred and be continuing under the Indenture, the Trustee by notice to the Issuer and the Company or the Holders or the Holders of at least 25 percent in principal amount of the Securities of the applicable Series then outstanding by notice to the Issuer, the Company and the Trustee, may declare all Securities of such Series and interest, if any, accrued thereon to be due and payable immediately. Upon such declaration of acceleration, the amounts due and payable on the Securities of such Series and interest, if any, accrued thereon will be due and payable immediately. If an Event of Default with respect to Securities of the Issuer, the Company or any Series at the time outstanding Significant Subsidiary specified in sub-clauses (other than an Event of Default arising under Section 6.1(47) or (5)) occurs 8) of Section 6.01 occurs, all amounts due and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of payable on the Securities of that such Series then outstanding by written notice to the Company will ipso facto become and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are be immediately due and payablepayable without any declaration, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment notice or decree based other act on such acceleration is obtained by the part of the Trustee, the Issuer, the Company or any Holder. Holders of a majority in aggregate principal amount of the then outstanding Securities of that such Series may rescind and annul an acceleration with respect to such acceleration Series and its consequences if consequence (i) all existing Events of Default, other than the except an acceleration due to nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of on the acceleration, have been cured or waived, (ii) to the extent the payment Securities of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iiiSeries) if the rescission would not conflict with any judgment or decreedecree and if all past Events of Default have been cured or waived. No such rescission shall extend to or shall affect any subsequent Default Event of Default, or shall impair any right or power consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesthereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (f) or (5)g) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Securities, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payableof, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, and accrued interest on overdue installments of interest the Securities to be immediately due and overdue principal, which has become due otherwise than by such payable. Upon a declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and accrued interest amount shall be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in clause (d) of Section 6.01 has occurred and is continuing, such declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (d) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (f) or (g) of Section 6.01 occurs with respect to all of the Company, the principal of, premium, if any, and accrued interest on the Securities of that Series then outstanding shall ipso facto become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holder. At any time after such a declaration of acceleration, but before a judgment or decree for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in principal amount of the outstanding Securities by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (a) the Company has paid or deposited with the Trustee a sum sufficient to pay (i) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel, (ii) all overdue interest on all Securities, (iii) the principal of and premium, if any, on any Securities that have become due otherwise than by such declaration or occurrence of acceleration and interest thereon at the rate prescribed therefor by such Securities, and (iv) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate prescribed therefor by such Securities, (b) all existing Events of Default, other than the non-payment of the principal of, premium, if any, and accrued interest on the Securities that have become due solely by such declaration of that Seriesacceleration, have been cured or waived and (c) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (vi) or (5)vii) occurs of Section 6.1 above with respect to the Company) shall occur and is be continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of outstanding Securities may declare the principal of, premium, if any, and accrued interest on all the Securities of that Series then outstanding to be due and payable by written notice in writing to the Company and the TrusteeTrustee specifying the respective Event of Default and that it is a “notice of acceleration” (the “Acceleration Notice”), may declare that and the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts same shall become immediately due and payable; PROVIDED. If an Event of Default specified in clause (vi) or (vii) of Section 6.1 above with respect to the Company occurs and is continuing, HOWEVERthen all unpaid principal of, that and premium, if any, and accrued and unpaid interest on all of the outstanding 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. At any time after such a declaration of acceleration but before a judgment or decree based on such acceleration is obtained by with respect to the TrusteeSecurities as described in the preceding paragraph, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul cancel such acceleration declaration and its consequences if (i) if the rescission would not conflict with any judgment or decree, (ii) if all existing Events of Default, other than the nonpayment Default have been cured or waived except non-payment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principalprincipal and premium if any, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.paid,

Acceleration. If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuingcontinuing and is known to the Trustee (as set forth in Section 11.03(j)), the Trustee by written notice to the CompanyIssuers, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Notes, by written notice to the Company Issuers and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are immediately be due and payablepayable immediately. Upon any such declaration, in which case such amounts the Notes shall become immediately due and payable; PROVIDEDpayable immediately. Notwithstanding the preceding, HOWEVERif an Event of Default specified in Section 6.01(a)(ix) or (x) occurs, that after such acceleration but before a judgment all outstanding Notes shall become due and payable immediately without further action or decree based on such acceleration is obtained by the Trustee, the notice. The Holders of a majority in aggregate principal amount of the then outstanding Securities Notes by notice to the Trustee may on behalf of that Series may all of the Holders rescind and annul such an acceleration and its consequences if (i) the rescission would not conflict with any judgment or decree; (ii) all existing Events of Default, other than the Default (except with respect to nonpayment of accelerated principal, interest or premium, if any, that has have become due solely because of the acceleration, ) have been cured or waived, ; (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise other than by such declaration of acceleration, has been paid paid; and (iiiiv) the rescission would not conflict with any judgment or decreeIssuers have paid the Trustee its compensation and reimbursed the Trustee for its expenses, disbursements and advances. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in clauses (7) and (8) of Section 6.1(45.01) or (5)) with respect to Securities of any series at the time Outstanding occurs and is continuing, the Trustee by written notice to the CompanyIssuers, or the Holders of not less than at least 25% in aggregate principal amount of the then outstanding Securities of that series by written notice to the Issuers and the Trustee may declare the unpaid principal (or, if any of the Securities of that Series then outstanding by written notice to series are Original Issue Discount Securities, such portion of the Company and the Trustee, may declare that the entire principal amount of such Securities as may be specified in the terms thereof) of all of the Securities of that Series then outstanding plus series, and any accrued and unpaid interest to the date of acceleration are immediately on such Securities be due and payable, in which case . Upon such amounts declaration the principal and interest shall become immediately be due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(4clause (7) or (5) with respect to the Company 8) of Section 5.01 occurs, such principal, premium, if any, an amount shall ipso facto become and interest amount with respect to all of the Securities of that Series shall be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holder. The Holders of a majority in principal amount of the then outstanding Securities of any series by written notice to the Trustee may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default with respect to Securities of that Seriesseries (except nonpayment of principal or interest that has become due solely because of the acceleration) have been cured or waived.

Acceleration. (a) If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (d) or (5)e) of Section 5.01) occurs and is continuingcontinuing with respect to Securities of any series, the Trustee by written notice to the Company, Company or the Holders of not less than at least 25% in aggregate principal amount Principal Amount of the then outstanding Securities of that Series then outstanding series by written notice to the Company and the Trustee, may declare that the entire unpaid principal amount of of, premium, if any, and any accrued and unpaid interest on all the Securities of that Series then outstanding plus the affected series to be due and payable immediately. Except as set forth above, upon such declaration the principal of, premium, if any, and interest shall be due and payable immediately. If an Event of Default specified in clause (d) or (e) of Section 5.01 occurs with respect to the Company or any Guarantor, the unpaid principal of, premium, if any, and any accrued and unpaid interest to on all the date of acceleration are Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that payable without further action or notice on the part of the Trustee or any Holder. (b) At any time after such a declaration of acceleration but with respect to the Securities of any series has been made and before a judgment or decree based on such acceleration is for payment of the money due has been obtained by the TrusteeTrustee as hereinafter in this Article 5 provided, the Holders of a majority in aggregate principal amount Principal Amount of the outstanding Securities of that Series such series, by written notice to the Company and the Trustee, may rescind and annul such acceleration declaration and its consequences if (i) the Company or a Guarantor has paid or deposited with the Trustee a sum sufficient to pay (A) all existing Events overdue interest on all of Defaultthe Securities of that series, other than (B) the nonpayment principal of accelerated principal, interest or (and premium, if any, on) Securities of that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, series which has become due otherwise than by such declaration of acceleration, has been paid acceleration and (iii) any interest thereon at the rescission would not conflict with any judgment rate or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified rates prescribed therefor in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration series, (C) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or other act on the part of the Trustee or the Holders of rates prescribed therefor in the Securities of that Series.series, and

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.01(6) or (5)7) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding may by written notice to the Company and the Trustee, may Trustee declare that to be immediately due and payable the entire principal amount of all the Securities of that Series Notes then outstanding plus accrued and but unpaid interest to the date of acceleration are immediately due and payable, in which case (i) such amounts shall become immediately due and payablepayable or (ii) if there are any amounts outstanding under or in respect of the Credit Facility, such amounts shall become due and payable upon the first to occur of an acceleration of amounts under or in respect of the Credit Facility or five Business Days after receipt by the Company and the Representative of notice of the acceleration of the Notes; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may Notes may, under certain circumstances, rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, premium or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest waived and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) if the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.01(6) or (57) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that SeriesNotes.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts principal of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration hereunder with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to the Company, that the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts principal of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company and/or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration hereunder with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to the Company, that the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company specified in clause (other than an Event of Default arising under Section 6.1(4vi) or (5)vi) of Section 6.1) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding Securities by written notice to the Company and the Trustee, may declare that all Securities to be due and payable immediately. Upon such declaration the entire principal amount amounts due and payable on the Securities, as determined in the next succeeding paragraph, shall be due and payable immediately. If an Event of all the Securities of that Series then outstanding plus accrued and unpaid interest Default with respect to the date Company specified in clause (vi) or (vi) of acceleration are Section 6.1 occurs, such an amount shall ipso facto become and be immediately due and payablepayable without any declaration, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment notice or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of the then outstanding Securities of that Series by written notice to the Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree and if all existing Events of Default specified in Section 6.1(4) (except nonpayment of principal of, or (5) with respect to the Company occurs, such principal, premium, if any, and or interest on the Securities or that resulted from a failure to comply with Section 4.10 in which case a rescission may be effected only by Holders of an aggregate principal amount with respect of Securities then outstanding greater than or equal to all that aggregate principal amount of Securities which would be necessary to waive the Default or Event of Default resulting in such acceleration pursuant to Section 6.4) have been cured or waived. In the event that the maturity of the Securities is accelerated pursuant to this Section 6.2, 100% of that Series the principal amount thereof and premium, if any, shall be become due and payable immediately without any declaration or other act plus accrued interest to the date of payment plus interest on defaulted interest to the part of the Trustee or the Holders of the Securities of that Seriesextent provided herein.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(7) or (5)Section 6.01(8) above that occurs with respect to Parent, the Issuer or any Significant Subsidiary) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than 25at least 25.0% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company Issuer (and to the TrusteeTrustee if such notice is given by the Holders), may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payableof, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, and accrued interest on overdue installments of interest the Notes to be immediately due and overdue principal, which has become due otherwise than by such payable. Upon a declaration of acceleration, such principal of, premium, if any, and accrued interest will be immediately due and payable. In the event of a declaration of acceleration because an Event of Default set forth in Section 6.01(5) above has been paid occurred and (iiiis continuing, such declaration of acceleration will be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to Section 6.01(5) shall be remedied or cured by the rescission would not conflict Issuer or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent respect thereto. In case If an Event of Default specified in Section 6.1(46.01(7) or (5Section 6.01(8) above occurs with respect to Parent, the Company occursIssuer or any Significant Subsidiary, such principalthe principal of, premium, if any, and accrued interest amount with respect to all of on the Securities of that Series shall Notes then outstanding will automatically become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the any Holder. The Holders of at least a majority in principal amount of the Securities outstanding Notes by written notice to the Issuer and to the Trustee, may waive all past defaults and rescind and annul a declaration of that Series.acceleration and its consequences if:

Acceleration. If an any Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 hereof with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee or the Holders of at least 30% in principal amount of the then total outstanding Securities by written notice to the Issuers may declare the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Securities to be due and payable immediately. Upon the effectiveness of such declaration, such principal, premium, if any, and interest shall be due and payable immediately. Notwithstanding the foregoing, in the case of an Event of Default arising under clause (g) or (h) of Section 6.01 hereof with respect to the Company, or the Holders of not less than 25% in aggregate principal amount of the all outstanding Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately shall be due and payable, in which case such amounts shall become payable immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment without further action or decree based on such acceleration is obtained by the Trustee, the notice. The Holders of a majority in aggregate principal amount of the then outstanding Securities by written notice to the Trustee may on behalf of that Series may all of the Holders rescind and annul such an acceleration and its consequences consequences: (1) if the rescission would not conflict with any judgment or decree; (i2) if all existing Events of DefaultDefault have been cured, other than the waived, annulled or rescinded except nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, ; (ii3) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid; and (4) if the Issuers have paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or its compensation and reimbursed the Holders of the Securities of that SeriesTrustee for its reasonable expenses, disbursements and advances.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.1(7) or (5)8) with respect to the Company) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% at least a majority in aggregate principal amount of the outstanding Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued to be due and unpaid interest payable. Upon such a declaration, the principal (which, if prior to the date Scheduled Maturity Date of acceleration are the Securities, shall be limited to the Accreted Value) of and interest on the Securities shall be due and payable immediately. If an Event of Default specified in Section 6.1(7) or (8) with respect to the Company occurs and is continuing, the principal (which, if prior to the Scheduled Maturity Date of the Securities, shall be limited to the Accreted Value) of and interest on the Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series by notice to the Trustee may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts principal of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to the Company, that the principal of, premium, if any, and accrued interest on the Notes then outstanding 56 50 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.1(7) or (5)8) with respect to the Company) occurs and is continuingcontinuing (the Event of Default not having been cured or waived as provided in this Article 6), the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then at the time outstanding by written notice to the Company and the TrusteeCompany, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest interest, including Additional Amounts, if any, on all the Securities to the date of acceleration are be immediately due and payable. Upon such a declaration, such accelerated amount shall be due and payable immediately. If an Event of Default specified in which case such amounts Section 6.1(7) or (8) occurs (with respect to the Company) and is continuing, the principal amount plus accrued and unpaid interest, including Additional Amounts, if any, on all the Securities shall become and be immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Securityholders. The Holders of a majority in aggregate principal amount of the outstanding Securities of that Series at the time outstanding, by notice to the Trustee (and without notice to any other Securityholder) may rescind and annul such an acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of the principal amount plus accrued and unpaid interest, including Additional Amounts, if any, that have become due solely as a result of acceleration and if all amounts due to the Trustee under Section 7.7 have been paid. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) above that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount at maturity of the Securities of that Series Notes, then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the TrusteeTrustee at the request of such Holders shall, may declare that the entire principal amount of all Accreted Value of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts Accreted Value of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) above has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) above occurs with respect to the Company, that the Accreted Value of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe Accreted Value of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If (a) In the case of an Event of Default specified in clause (g) or (h) of Section 5.01 hereof with respect to Securities of the Company, all Outstanding Notes will become due and payable immediately without further action or notice by the Trustee or any Series at the time outstanding (Holder. Subject to Section 5.01, if any other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities then Outstanding Notes may declare all the Notes to be due and payable immediately. Upon any such declaration, the Notes shall become due and payable immediately. (b) At any time after a declaration of that Series then outstanding by written notice acceleration with respect to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, Notes as described in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trusteethis Section 5.02, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Outstanding Notes may rescind and annul cancel such acceleration declaration and its consequences if if: (i) the Company has paid (or deposited with the Trustee a sum sufficient to pay) (1) all existing Events of Default, other than the nonpayment of accelerated principal, overdue interest or premium(including additional interest, if any, ) on all the Notes; (2) the principal amount of any Notes that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration; (3) to the extent that payment of such interest is lawful, has been paid interest upon overdue interest (including additional interest, if any); and (iii4) all sums paid or advanced by the rescission would not conflict with trustee under the indenture and the reasonable compensation, expenses, disbursements and advances of the trustee, its agents and counsel; and (ii) all events of default, other than the non-payment of the principal amount and any judgment accrued and unpaid interest (including additional interest, if any) that have become due solely by such declaration of acceleration, have been cured or decreewaived. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default (other than an Event of Default with respect to Securities of any Series at the time outstanding Company specified in clause (other than an Event of Default arising under Section 6.1(47) or (5)8) of Section 11.1) occurs and is continuing, the Trustee may, by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding may, by written notice to the Company and the Trustee, may declare that all unpaid principal of plus interest (including Additional Interest, if any) accrued and unpaid through the entire principal amount date of such declaration on all the Securities of that Series then outstanding to be due and payable upon any such declaration, and the same shall become and be immediately due and payable. If an Event of Default with respect to the Company specified in clause (7) or (8) of Section 11.1 occurs, all unpaid principal of plus accrued and unpaid interest to (including Additional Interest, if any) on all the date of acceleration are Securities then outstanding shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holder. The Holders of a majority in aggregate principal amount of the Securities then outstanding Securities of that Series or the Holders originally causing the acceleration by notice to the Trustee may rescind and annul such an acceleration of Securities and its consequences before a judgment or decree for the payment of money has been obtained by the Trustee if (ia) the rescission would not conflict with any existing order or decree, (b) all existing Events of Default, other than the nonpayment of accelerated principal, the principal of plus accrued and unpaid interest or premium, if any, on the Securities that has become due solely because by such declaration of the acceleration, have been cured or waived, waived and (iic) all payments due to the extent the payment of such interest is lawful, interest on overdue installments of interest Trustee and overdue principal, which has become due otherwise than by such declaration of acceleration, has any predecessor Trustee under Section 12.6 have been paid and (iii) the rescission would not conflict with any judgment or decreemade. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)Section 6.1(5) hereof) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding may by written notice to the Company and the Trustee, may Trustee declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or principal (and premium, if any, ) or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5Section 6.1(5) hereof with respect to the Company occurs, such principal, principal (and premium, if any, ) and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to a series of Securities of any Series at the time outstanding (other than an Event of Default arising under specified in Section 6.1(46.01(g) (with respect to the Company) or (5h) (with respect to the Company)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Outstanding Debt Securities of that Series then outstanding such series by written notice to the Company and the Trustee, may declare that the entire principal amount of and accrued but unpaid interest on all the Debt Securities of that Series then outstanding plus accrued such series to be due and unpaid payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default specified in Section 6.01(g) (with respect to the date Company) or (h) (with respect to the Company) occurs, and is not cured within the time period permitted, the principal of acceleration are and interest on all the Debt Securities shall ipso facto become and be immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment payable without any declaration or decree based other act on such acceleration is obtained by the Trustee, part of the Trustee or any Holders. The Holders of a majority in aggregate principal amount of the outstanding Outstanding Debt Securities of that Series a series by notice to the Trustee may rescind and annul an acceleration with respect to such acceleration series of Debt Securities and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreedecree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4) or (5)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid, (iii) all sums paid or advanced by the Trustee hereunder and the reasonable compensation, expenses and disbursements of the Trustee and its agents and counsel have been paid and (iiiiv) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series. No such rescission and annulment shall extend to or shall affect any subsequent default or impair any right consequent thereon.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (g) or (5)h) of Section 6.01 that occurs with respect to the Company) occurs and is continuingcontinuing under this Indenture, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series Notes then outstanding outstanding, by written notice to the Company (and to the Trustee if such notice is given by the Holders), may, and the Trustee, may at the request of such Holders, shall, declare that the entire principal amount of all of, premium, if any, and accrued interest on the Securities of that Series then outstanding plus accrued and unpaid interest Notes to the date of acceleration are be immediately due and payable. Upon a declaration of acceleration, in which case such amounts principal of, premium, if any, and accrued interest shall become be immediately due and payable; PROVIDED. In the event of a declaration of acceleration because an Event of Default set forth in clause (e) of Section 6.01 has occurred and is continuing, HOWEVERsuch declaration of acceleration shall be automatically rescinded and annulled if the event of default triggering such Event of Default pursuant to clause (e) shall be remedied or cured by the Company or the relevant Significant Subsidiary or waived by the holders of the relevant Indebtedness within 60 days after the declaration of acceleration with respect thereto. If an Event of Default specified in clause (g) or (h) of Section 6.01 occurs with respect to the Company, that the principal of, premium, if any, and accrued interest on the Notes then outstanding 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. At any time after such acceleration a declaration of acceleration, but before a judgment or decree based on such acceleration is for the payment of the money due has been obtained by the Trustee, the Holders of at least a majority in aggregate principal amount of the outstanding Securities of that Series Notes by written notice to the Company and to the Trustee, may waive all past Defaults and rescind and annul such declaration of acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment non-payment of accelerated principalthe -51- 55 principal of, interest or premium, if any, and accrued interest on the Notes that has have become due solely because by such declaration of the acceleration, have been cured or waived, waived and (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event decree of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all a court of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriescompetent jurisdiction.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(46.1(5) or (56)) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the Trustee, may declare that the entire principal amount of of, and premium if any, on all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts shall become immediately due and payable; PROVIDEDprovided, HOWEVERhowever, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that such Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(46.1(5) or (56) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (vii) or clause (5)viii) of Section 7.01) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of the Securities of that Series then outstanding by written notice to the Company and the TrusteeNotes, may declare the principal of and accrued but unpaid interest on all the Notes to be due and payable (collectively, the "Default Amount") by notice in writing to the Company, the administrative agent under the Credit Agreement (if any Debt is then outstanding under the Credit Agreement) and the Trustee specifying the respective Event of Default and that it is a "notice of acceleration"; provided, however, that the entire principal amount failure to so notify the administrative agent under the Credit Agreement shall not affect the validity of all such acceleration. Upon such a declaration, the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately Default Amount shall be due and payablepayable immediately, subject to Article IX of this Indenture. Notwithstanding the foregoing, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decree. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified in Section 6.1(4clause (vii) or clause (5viii) with respect to the Company occursof Section 7.01, such principal, premium, if any, all outstanding Notes shall ipso facto become and interest amount with respect to all of the Securities of that Series shall be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holders of the Notes. Under certain circumstances, the Holders of a majority in aggregate principal amount of the Securities then outstanding Notes by written notice to the Trustee may on behalf of all of the Holders rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default (except nonpayment of principal, interest or premium that Serieshas become due solely because of the acceleration) have been cured or waived.

Acceleration. (a) If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under Section 6.1(4specified in clause (6) or (5)7) occurs above with respect to the Company) shall occur and is be continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate the then outstanding principal amount of the Securities Notes may declare the principal of that Series and accrued interest on all the then outstanding Notes to be due and payable by written notice in writing to the Company and the TrusteeTrustee specifying the respective Event of Default and that it is a “notice of acceleration” (the “Acceleration Notice”), may declare that and the entire principal amount of all the Securities of that Series then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts same shall become immediately due and payable; PROVIDED, HOWEVER, that . (b) At any time after such a declaration of acceleration but before a judgment or decree based on such acceleration is obtained by with respect to the TrusteeNotes as described in Section 6.02(a), the Holders of a majority in aggregate the then outstanding principal amount of the outstanding Securities of that Series Notes may rescind and annul cancel such acceleration declaration and its consequences if consequences: (i) if the rescission would not conflict with any judgment or decree; (ii) if all existing Events of Default, other than the Default have been cured or waived except nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, ; (iiiii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid paid; and (iiiiv) if the rescission would not conflict with any judgment or decreeCompany has paid the Trustee its reasonable compensation and reimbursed the Trustee for its expenses, disbursements and advances. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case . (c) If an Event of Default specified in Section 6.1(4clause (6) or (57) above with respect to the Company occursoccurs and is continuing, such principalthen all unpaid principal of, and premium, if any, and accrued and unpaid interest amount with respect to on all of the Securities of that Series then outstanding Notes shall become and be immediately due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Seriesany Holder.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in clauses (g) and (h) of Section 6.1(4) or (5)8.01 hereof) occurs and is continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount Accreted Value of the Securities of that Series then outstanding Notes by written notice to the Company and the Trustee, may declare that the entire principal amount of all the Securities of that Series then outstanding Notes to be due and payable. Upon such declaration, the aggregate Accreted Value plus accrued and unpaid interest to thereon, and any other amounts payable on the date of acceleration are immediately Notes shall be due and payable, in which case such amounts shall become immediately due and payable; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series may rescind and annul such acceleration and its consequences if (i) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, (ii) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and (iii) the rescission would not conflict with any judgment or decreepayable immediately. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case If an Event of Default specified in Section 6.1(4clause (g) or (5h) with respect to the Company of Section 8.01 hereof occurs, such principal, premium, if any, amounts shall become and interest amount with respect to all of the Securities of that Series shall be immediately due and payable immediately without any declaration or other act on the part of the Trustee or any Holder. If the Holders Notes have been declared due and payable as a result of the Securities acceleration of Indebtedness prior to its express maturity pursuant to Section 8.01(e)(ii), such declaration shall be automatically rescinded if the acceleration of such indebtedness has been rescinded or annulled within 30 days after such acceleration in accordance with the mortgage, indenture or instrument under which it was issued and the conditions set forth in clauses (i) and (ii) in the next paragraph are satisfied. Except as otherwise provided in the immediately preceding paragraph, the Majority Holders by notice to the Trustee may rescind an acceleration and its consequences (i) if the rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (ii) if all existing Events of Default have been cured or waived except nonpayment of Accreted Value or interest on the Notes that Serieshas become due solely because of the acceleration of the Notes.

Acceleration. (a) If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under specified in clause (8) of Section 6.1(46.1(a) or (5)with respect to the Company) occurs shall occur and is be continuing, the Trustee by written notice to the Company, or the Holders of not less than at least 25% in aggregate principal amount of Outstanding Notes may declare the Securities unpaid principal of that Series then outstanding (and premium, if any) and accrued and unpaid interest on all the Notes to be immediately due and payable by written notice in writing to the Company and the TrusteeTrustee specifying the Event of Default and that it is a “notice of acceleration” (an “Acceleration Declaration”). If an Event of Default specified in clause (8) of Section 6.1(a) occurs with respect to the Company, may declare that then the entire unpaid principal amount of all the Securities of that Series then outstanding plus (and premium, if any) and accrued and unpaid interest to on all the date of acceleration are immediately due and payable, in which case such amounts shall Notes will become immediately due and payable; PROVIDED, HOWEVER, that payable without any declaration or other act on the part of the Trustee or any Holder. (b) At any time after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trusteean Acceleration Declaration as set forth in Section 6.2(a), the Holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul cancel such acceleration declaration and its consequences consequences: (1) if the rescission would not conflict with any judgment or decree; (i2) if all existing Events of DefaultDefault have been cured or waived, other than the except nonpayment of accelerated principal, principal or interest or premium, if any, that has become due solely because of the acceleration, have been cured or waived, acceleration; (ii3) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid; and (4) if the Company has paid the Trustee its reasonable compensation and (iii) reimbursed the rescission would not conflict with any judgment or decreeTrustee for its reasonable expenses, disbursements and advances. No such rescission shall will affect any subsequent Default or impair any right consequent rights relating thereto. In case an Event of Default specified in Section 6.1(4) or (5) with respect to the Company occurs, such principal, premium, if any, and interest amount with respect to all of the Securities of that Series shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that Series.

Acceleration. If an Event of Default with respect to Securities of any Series at the time outstanding (other than an Event of Default arising under of the type described in Section 6.1(46.01(f) or (5g)) occurs shall have occurred and is be continuing, then the Trustee by written notice to the Company, or the Holders holders of not less than 25% in aggregate principal amount of the Securities of that Series Notes then outstanding by written notice to the Company and the Trustee, may declare that to be immediately due and payable the entire principal amount of all the Securities of that Series Notes then outstanding plus accrued and unpaid interest to the date of acceleration are immediately due and payable, in which case such amounts (1) the same shall become immediately due and payablepayable or (2) if there are any amounts outstanding under the Senior Credit Facility, shall become immediately due and payable upon the first to occur of an acceleration under the Senior Credit Facility or five Business Days after receipt by the Company and the representative under the Senior Credit Facility of a notice of acceleration; PROVIDED, HOWEVER, that after such acceleration but before a judgment or decree based on such acceleration is obtained by the Trustee, the Holders holders of a majority in aggregate principal amount of the outstanding Securities of that Series Notes may rescind and annul such acceleration and its consequences if if (i1) all existing Events of Default, other than the nonpayment of accelerated principal, interest or premium, if any, or interest that has become due solely because of the acceleration, have been cured or waived, , (ii2) to the extent the payment of such interest is lawful, interest on overdue installments of interest and overdue principal, which has become due otherwise than by such declaration of acceleration, has been paid and paid, (iii3) the rescission would not conflict with any judgment Company have paid the Trustee its reasonable compensation and reimbursed the Trustee for its expenses, disbursements and advances and (4) in the event of the cure or decreewaiver of an Event of Default of the type described in Section 6.01(f) or (g) above, the Trustee shall have received an Officers' Certificate and an Opinion of Counsel that such Event of Default has been cured or waived. No such rescission shall affect any subsequent Default or impair any right consequent thereto. In case an Event of Default specified of the type described in Section 6.1(46.01(f) or (5g) with respect to above shall occur, the Company occurs, such principal, premium, if any, premium and interest amount with respect to all of the Securities of that Series Notes shall be due and payable immediately without any declaration or other act on the part of the Trustee or the Holders of the Securities of that SeriesNoteholders.