Common use of Annulment of Acceleration Clause in Contracts

Annulment of Acceleration. Any Event of Default under Section _____ [payment default] above arising out of the Company's observance of its obligations hereunder shall be deemed waived, and any acceleration of the Subordinated Indebtedness predicated solely on such Event of Default shall be automatically rescinded, if, within three (3) Business Days after the restriction on payment of Subordinated Indebtedness has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default is then continuing. It is understood that the provisions set forth herein are and are intended solely for the purpose of defining the relative rights of the holder or holders of the Subordinated Indebtedness, on the one hand, and the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, or to affect the relative rights of the holder or holders of the Subordinated Indebtedness and creditors of the Company other than the holders of Senior Indebtedness. (a) Form of Assignment Agreement

Annulment of Acceleration. Any In the event of a declaration of acceleration of the Subordinated Debt because an Event of Default under Section _____ [payment default] above arising out the Indenture solely on the basis that the Senior Debt has been accelerated or has begun to enforce is remedies in respect of a default under the Senior Debt (which declaration of acceleration is effective as provided in this Agreement), such declaration of acceleration shall be automatically annulled if the Senior Creditor have rescinded their declaration of acceleration in respect of the Senior Debt, as the case may be, within fifteen (15) days of such declaration, have provided prompt notice of such rescission to the Subordinated Creditor, and no other Event of Default under the Indenture has occurred during such period of fifteen (15) days which has not been cured. In the event of such an annulment, any Event of Default under the Indenture resulting from the Company's observance of its obligations hereunder ’s failure to pay any amounts accelerated under the Indenture shall be deemed waived, and any acceleration of the Subordinated Indebtedness Debt predicated solely on such Event of Default under the Indenture shall be automatically rescinded, rescinded if, within three one (31) Business Days Day after the restriction on payment of the Subordinated Indebtedness Debt has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default under the Indenture is then continuing. It is understood that Notwithstanding anything to the provisions set forth herein are and are intended solely for contrary in this Section 5, the purpose holders of defining the relative rights of the holder or holders Subordinated Debt shall not be required to rescind any acceleration of the Subordinated Indebtedness, on Debt in the one hand, and event that such rescission would prejudice the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended their rights in any enforcement action which had commenced prior to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, or to affect the relative rights of the holder or holders of the Subordinated Indebtedness and creditors of the Company other than the holders of Senior Indebtednesssuch rescission. (a) Form of Assignment Agreement

Annulment of Acceleration. Any The provisions of the foregoing Section 8.2 are subject to the condition that, if all or any part of the Senior Subordinated Obligations have been declared or have otherwise become immediately due and payable by reason of the occurrence of any Event of Default under Section _____ [Default, Purchasers may, by written instrument delivered to the Company (an “Annulment Notice”), rescind and annul such declaration and the consequences thereof as to the Senior Subordinated Notes, provided that (a) at the time such Annulment Notice is delivered no judgment or decree has been entered for the payment default] above arising out of the Company's observance of its obligations hereunder shall be deemed waivedany monies due pursuant to such Senior Subordinated Obligations in connection therewith, and any acceleration (b) all arrears of the Subordinated Indebtedness predicated solely interest and all other sums payable on such Event of Default shall be automatically rescindedSenior Subordinated Obligations in connection therewith (except any principal, ifinterest, within three (3) Business Days after the restriction on payment of Subordinated Indebtedness premium or Prepayment Fee which has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default is then continuing. It is understood that the provisions set forth herein are and are intended solely for the purpose of defining the relative rights of the holder or holders of the Subordinated Indebtedness, on the one hand, and the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, solely by reason of such declaration under Section 8.2 hereof) shall have been duly paid or to affect deferred by the relative rights Holder of the holder Senior Subordinated Obligations agreeing to such rescission and annulment; and provided further, that no such rescission and annulment shall extend to or holders affect any subsequent default or Event of Default or impair any right consequent thereto, and shall not be deemed a waiver of the Subordinated Indebtedness Event of Default giving rise to the acceleration unless specifically waived in writing by the Purchasers consenting to such recession and creditors of the Company other than the holders of Senior Indebtednessannulment. (a) Form of Assignment Agreement

Annulment of Acceleration. Any Event of Default under Section _____ [payment default] above arising out of the Company's ’s observance of its obligations hereunder shall be deemed waived, and any acceleration of the Subordinated Indebtedness predicated solely on such Event of Default shall be automatically rescinded, if, within three (3) Business Days after the restriction on payment of Subordinated Indebtedness has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default is then continuing. It is understood that the provisions set forth herein are and are intended solely for the purpose of defining the relative rights of the holder or holders of the Subordinated Indebtedness, on the one hand, and the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, or to affect the relative rights of the holder or holders of the Subordinated Indebtedness and creditors of the Company other than the holders of Senior Indebtedness. (a) Form of Assignment Agreement

Annulment of Acceleration. Any At any time after the principal of the Parity Debt shall have been so declared to be due and payable and before the entry of final judgment or decree on any suit, action or proceeding instituted on account of such default, if (i) the Company has paid or caused to be paid or deposited with the Trustee (or with respect to Additional Parity Indebtedness, the representative of the holder thereof), moneys sufficient to pay all matured installments of interest and interest on unpaid installments of interest and principal and interest and principal or redemption prices then due (other than the principal then due only because of such declaration) of all Parity Debt Outstanding; (ii) the Company has paid or caused to be paid 64 70 or deposited with the Trustee moneys sufficient to pay the charges, compensation, expenses, disbursements, advances and liabilities of the Trustee and any paying agents in connection therewith; (iii) all other amounts then payable by the Company hereunder and under any Supplemental Agreement shall have been paid or a sum sufficient to pay the same shall have been deposited with the Trustee or other representative of the holders of Additional Parity Indebtedness; and (iv) every Event of Default under Section _____ [(other than a default in the payment default] above arising out of the Company's observance principal of such Parity Indebtedness then due only because of such declaration) shall have been remedied, then the Trustee shall annul such declaration and its obligations hereunder consequences with respect to any Parity Debt or portions thereof not then due by its terms. No such annulment shall be deemed waived, and extend to or affect any acceleration of the Subordinated Indebtedness predicated solely on such subsequent Event of Default shall be automatically rescinded, if, within three (3) Business Days after the restriction on payment of Subordinated Indebtedness has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default is then continuing. It is understood that the provisions set forth herein are and are intended solely for the purpose of defining the relative rights of the holder or holders of the Subordinated Indebtedness, on the one hand, and the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, or to affect the relative rights of the holder or holders of the Subordinated Indebtedness and creditors of the Company other than the holders of Senior Indebtednessimpair any right consequent thereon. (a) Form of Assignment Agreement

Annulment of Acceleration. Any The provisions of the foregoing Section 8.2 are subject to the condition that, if any Purchaser has declared all or any part of its Senior Subordinated Obligations immediately due and payable (or if any Purchaser's Senior Subordinated Obligations have otherwise become immediately due and payable) by reason of the occurrence of any Event of Default under Section _____ [Default, such Purchaser may, by written instrument delivered to the Company (an "Annulment Notice"), rescind and annul such declaration and the consequences thereof as to its Senior Subordinated Obligations, provided that (a) at the time such Annulment Notice is delivered no judgment or decree has been entered for the payment default] above arising out of the Company's observance of its obligations hereunder shall be deemed waivedany monies due pursuant to such Senior Subordinated Obligations in connection therewith, and any acceleration (b) all arrears of the Subordinated Indebtedness predicated solely interest and all other sums payable on such Event of Default shall be automatically rescindedSenior Subordinated Obligations in connection therewith (except any principal, if, within three (3) Business Days after the restriction on payment of Subordinated Indebtedness interest or premium which has expired or been terminated, the Company has made payment in full of all past due amounts (excluding amounts due solely as a result of acceleration) and no other Event of Default is then continuing. It is understood that the provisions set forth herein are and are intended solely for the purpose of defining the relative rights of the holder or holders of the Subordinated Indebtedness, on the one hand, and the holders of Senior Indebtedness, on the other hand. Nothing contained herein is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the holder or holders of the Subordinated Indebtedness, the obligation of the Company, which is unconditional and absolute, to pay to the holder or holders of the Subordinated Indebtedness the principal of and interest on the Subordinated Indebtedness as and when the same shall become due and payable in accordance with its terms, solely by reason of such declaration under Section 8.2 hereof) shall have been duly paid or to affect deferred by the relative rights Holder of the holder Senior Subordinated Obligations agreeing to such rescission and annulment; and provided further, that no such rescission and annulment shall extend to or holders affect any other Purchaser or any subsequent Event of Default or impair any right consequent thereto, and shall not be deemed a waiver of the Subordinated Indebtedness and creditors Event of Default giving rise to the Company other than acceleration unless specifically waived in writing by the holders of Senior IndebtednessPurchaser agreeing to such rescission or annulment. (a) Form of Assignment Agreement