Common use of Assumption by Guarantor Clause in Contracts

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 13.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the HoldersSecurityholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 2.13 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holdersholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and shall be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series series, if, upon a default Default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 15.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Trustee or the Holders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) series. The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 the Guarantee with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries or the Trustee. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the HoldersSecurityholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series Series of Securities and under the Securities of such series Series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series Series of Securities and under the Securities of such series Series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 2.16 with respect to such series Series of Securities. Such assumption shall result in the Securities of such series Series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (c) In the case of Section 12.06(a) or 12.06(b), the Issuer shall deliver an Officers’ Certificate and an Opinion of Counsel stating that the execution of the applicable supplemental indenture is authorized or permitted by this Indenture and that all conditions precedent provided for in the Indenture relating to execution and delivery of the supplemental indenture have been complied with.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holdersholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and shall be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series series, if, upon a default Default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 13.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the HoldersSecurityholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 2.12 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holdersholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and shall be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series series, if, upon a default Default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 1501 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Trustee or the Holders, assume all of the rights and obligations of the Issuer BHFC hereunder with respect to a series of BHFC Securities and under the BHFC Securities of such series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer BHFC hereunder with respect to a series of BHFC Securities and under the BHFC Securities of such series if, upon a default by the Issuer BHFC in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, any premium or interest on such BHFC Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 the Guarantee with respect to such series of BHFC Securities. Such assumption shall result in the BHFC Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Seriesseries or the Trustee. Upon any such an assumptionassumption by the Guarantor pursuant to this Section 3.12, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerBHFC, and the Issuer BHFC shall be released from its liabilities hereunder and under such BHFC Securities as obligor on the BHFC Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 13.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series."

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Subordinated Debt Securities and under the Subordinated Debt Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Subordinated Debt Securities as obligor on the Subordinated Debt Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Subordinated Debt Securities and under the Subordinated Debt Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Subordinated Debt Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 13.01 with respect to such series of Subordinated Debt Securities. Such assumption shall result in the Subordinated Debt Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Subordinated Debt Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Subordinated Debt Securities as obligor on the Subordinated Debt Securities of such Seriesseries. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Senior Debt Securities and under the Senior Debt Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Senior Debt Securities as obligor on the Senior Debt Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Senior Debt Securities and under the Senior Debt Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Senior Debt Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of Senior Debt Securities. Such assumption shall result in the Senior Debt Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Senior Debt Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Senior Debt Securities as obligor on the Senior Debt Securities of such Seriesseries. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Trustee or the Holders, assume all of the rights and obligations of the Issuer BHFC hereunder with respect to a series of BHFC Securities and under the BHFC Securities of such series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer BHFC and the Issuer BHFC shall be released from its liabilities hereunder and under such BHFC Securities as obligor on the BHFC Securities of such Series. (b) series. The Guarantor shall assume all of the rights and obligations of the Issuer BHFC hereunder with respect to a series of BHFC Securities and under the BHFC Securities of such series if, upon a default by the Issuer BHFC in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such BHFC Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 the Guarantee with respect to such series of BHFC Securities. Such assumption shall result in the BHFC Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries or the Trustee. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerBHFC, and the Issuer BHFC shall be released from its liabilities hereunder and under such BHFC Securities as obligor on the BHFC Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holdersholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities Warrants and under the Securities Warrants of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuingseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture an amended agreement evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities Warrants as obligor on the Securities Warrants of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities Warrants and under the Securities Warrants of such series series, if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest due on such SecuritiesWarrants, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 8.01 with respect to such series of SecuritiesWarrants. Such assumption shall result in the Securities Warrants of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities Warrants of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture an amendment to this Agreement evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities Warrants as obligor on the Securities Warrants of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Senior Debt Securities and under the Senior Debt Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuingcontinuing (as evidenced by a Guarantor Officer’s Certificate). Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Senior Debt Securities as obligor on the Senior Debt Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Senior Debt Securities and under the Senior Debt Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Senior Debt Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of Senior Debt Securities. Such assumption shall result in the Senior Debt Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Senior Debt Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Senior Debt Securities as obligor on the Senior Debt Securities of such Seriesseries. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holdersholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Acceleration Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of DefaultAcceleration Event, shall have occurred and shall be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series series, if, upon a default Default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 901 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 13.01 with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series.”

Assumption by Guarantor. (a) The Guarantor may, without the consent of the HoldersSecurityholders, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series Series of Securities and under the Securities of such series Series if, after giving effect to such assumption, no Default or Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series Series of Securities and under the Securities of such series Series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 2.15 with respect to such series Series of Securities. Such assumption shall result in the Securities of such series Series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any Series. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Series.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the HoldersHolders of the Security of any series, assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer Company and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such Seriesseries. (b) The Guarantor shall assume all of the rights and obligations of the Issuer Company hereunder with respect to a series of Securities and under the Securities of such series if, upon a default by the Issuer Company in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such Securities, the Guarantor is prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 the Guarantee with respect to such series of Securities. Such assumption shall result in the Securities of such series becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders holders of the Securities of any Seriesseries. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the IssuerCompany, and the Issuer Company shall be released from its liabilities hereunder and under such Securities as obligor on the Securities of such. * * * * This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such Seriescounterparts shall together constitute but one and the same instrument.

Assumption by Guarantor. (a) The Guarantor may, without the consent of the Holders, assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series Subordinated Notes if, after giving effect to such assumption, no Event of Default or event which with the giving of notice or lapse of time, or both, would become an Event of Default, shall have occurred and be continuing. Upon such an assumption, the Guarantor shall execute a supplemental indenture evidencing its assumption of all such rights and obligations of the Issuer and the Issuer shall be released from its liabilities hereunder and under such Securities Subordinated Notes as obligor on the Securities of such SeriesSubordinated Notes. (b) The Guarantor shall assume all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series Subordinated Notes if, upon a default by the Issuer in the due and punctual payment of the principal, sinking fund payment, if any, premium, if any, or interest on such SecuritiesSubordinated Notes, the Guarantor is Guarantors are prevented by any court order or judicial proceeding from fulfilling its obligations under Section 12.01 with respect to such series of SecuritiesSubordinated Notes. Such assumption shall result in the Securities of such series Subordinated Notes becoming the direct obligations of the Guarantor and shall be effected without the consent of the Holders of the Securities of any SeriesSubordinated Notes. Upon such an assumption, the Guarantor Guarantors shall execute a supplemental indenture evidencing its their assumption of all such rights and obligations of the Issuer, and the Issuer shall be released from its liabilities hereunder and under such Securities Subordinated Notes as obligor on the Securities of such Seriesobligor.