Common use of Collection of Indebtedness by Trustee Clause in Contracts

Collection of Indebtedness by Trustee. The Company covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due and payable, whether upon maturity or by declaration or otherwise; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Note); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company Issuer covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days 30 days, or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any series when the same shall have become due and payable, whether upon maturity of the Securities of such series or upon any redemption or by declaration or otherwise; , then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of any the Securities of such Note series the whole amount that then shall have become due and payable on any all Securities of such Note series, and such Coupons, for principal or interest (including Additional Amounts)and interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such Noteseries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement such other amount due the Trustee under Section 6.6 in respect of Securities of such series. Until such demand is made by the expenses ofTrustee, the Trustee Issuer may pay the principal of and each predecessor Trusteeinterest on the Securities of any series to the registered Holders, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by whether or not the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result Securities of its negligence or willful misconductsuch series be overdue. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer, any Subsidiary Guarantor or any other obligor upon the Notes Securities and collect in the manner provided by law out of the property of the Company Issuer, any Subsidiary Guarantor or any other obligor upon such Notesthe Securities, wherever situated, all the moneys adjudged or decreed to be payable. In case there shall be pending proceedings relative to the Issuer, any Subsidiary Guarantor or any other obligor upon the Securities under Title 11 of the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Issuer, any Subsidiary Guarantor or any other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor, the Trustee, irrespective of whether the principal of the Securities shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise: (a) to file and prove a claim or claims for the whole amount of principal and interest (or, if the Securities of any series are Original Issue Discount Securities, such portion of the principal amount as may be specified in the terms of such series) owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for amounts payable to the Trustee under Section 6.6) and of the Securityholders allowed in any judicial proceedings relative to the Issuer, any Subsidiary Guarantor or any other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor; and (b) unless prohibited by applicable law and regulations, to vote on behalf of the holders of the Securities of any series in any election of a receiver, assignee, trustee or a standby trustee in arrangement, reorganization, liquidation or other bankruptcy or insolvency proceedings, custodian or other person performing similar functions in respect of any such proceedings; and (c) to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of the Securityholders and of the Trustee on their behalf; and any trustee, receiver, or liquidator, custodian or other similar official performing similar functions in respect of any such proceedings is hereby authorized by each of the Securityholders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to the Securityholders, to pay to the Trustee its costs and expenses of collection and all other amounts due to it pursuant to Section 6.6. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Securityholder any plan of reorganization, arrangement, adjustment or composition affecting the Securities of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Securityholder in any such proceeding, except as aforesaid in clause (b). All rights of action and of asserting claims under this Indenture Indenture, or under any of the Notes Securities of any series or Coupons appertaining to such Securities, may be enforced by the Trustee without the possession of any of the Notes Securities of such series or Coupons appertaining to such Securities or the production thereof on in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject judgment shall be awarded to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of distribution to the Holders of the Notes Securities or Coupons appertaining to such Securities in respect of which such action was taken, after payment of all sums due to the Trustee under Section 6.6 in respect of such Securities. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), ) the Trustee shall be held to represent all the Holders of the Notes Securities or Coupons appertaining to such Securities in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities or Coupons appertaining to such Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company IRSA PC covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen fourteen (1514) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven (7) days; then upon demand by the Trustee, the Company IRSA PC will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company IRSA PC will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6‎Section 5.6, except as a result of its negligence or willful misconduct. In case the Company IRSA PC shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company IRSA PC or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company IRSA PC or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company IRSA PC covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen fourteen (1514) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven (7) days; then upon demand by the Trustee, the Company IRSA PC will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company IRSA PC will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence or willful misconduct. In case the Company IRSA PC shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company IRSA PC or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company IRSA PC or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company IRSA covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen fourteen (1514) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven (7) days; then upon demand by the Trustee, the Company IRSA will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company IRSA will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence or willful misconduct. In case the Company IRSA shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company IRSA or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company IRSA or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company covenants that (a) in case there default shall be a default occur in the payment of any installment of interest (including Additional Amounts) on any Security of any series as and when the Notes when such interest (including Additional Amounts) same shall have become due and payable, 68 58 and such default shall have continued for a period of fifteen (15) days thirty days, or (b) in case there default shall be a default occur in the payment of all or any part of the principal of or premium, if any, on any Security of the Notes any series when the same shall have become due and payable, whether upon maturity Maturity of the Securities of that series or (c) in case of default in the making or satisfaction of any sinking fund payment or analogous obligation when the same becomes due by declaration or otherwise; then the terms of the Securities of any series -- then, upon demand by of the TrusteeTrustee for such series, the Company will pay to the Trustee Trustee, for the benefit of the Holder of any such Security (or Holders of any such Note series of Securities in the case of clause (c) above) and the Holders of any Coupons appertaining thereto the whole amount that then shall have become due and payable on any such Note for principal Security (or interest (including Additional Amounts), as Securities of any such series in the case may be of clause (c) above) and matured Coupons, if any, appertaining thereto for the principal, premium, if any, and interest, if any, with interest to the date of such payment upon the overdue principal and premium, if any, and, to the extent that so far as payment of such interest the same is enforceable under applicable law, on overdue installments of interest interest, at the rate or rates of interest specified in Overdue Rate applicable to any such NoteSecurity (or Securities of any such series in the case of clause (c)); and and, in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, any further amounts payable to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject pursuant to the payment provisions of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceedingSec.

Collection of Indebtedness by Trustee. The Company APSA covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen fourteen (1514) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven (7) days; then upon demand by the Trustee, the Company APSA will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company APSA will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence or willful misconduct. In case the Company APSA shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company APSA or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company APSA or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove Debt. The Company covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days 30 days, or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity of the Securities of such Series or upon any redemption or by declaration or otherwise; , then upon demand by of the TrusteeTrustee for the Securities of such Series, the Company will pay to the Trustee for the Securities of such Series for the benefit of the Holders of the Securities of such Series and the Holders of any such Note Coupons appertaining thereto the whole amount that then shall have become due and payable on any all Securities of such Note Series or such Coupons for principal of or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest specified in any the Securities of such NoteSeries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the all expenses ofand liabilities incurred and all advances made by, the Trustee and each predecessor Trustee, Trustee and their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, . Until such demand is made by the Trustee and each predecessor Trustee, as provided in Section 6.6the Company may pay the principal of and interest on the Securities of any Series to the persons entitled thereto, except as a result whether or not the principal of its negligence or willful misconductand interest on the Securities of such Series are overdue. In case the Company shall fail forthwith to pay such amounts upon such demand, the TrusteeTrustee for the Securities of such Series, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company or other obligor upon such NotesSecurities and Coupons, wherever situated, the moneys adjudged or decreed to be payable. All rights In case there shall be pending proceedings relative to the Company or any other obligor upon the Securities and Coupons under Title 11 of action and the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of asserting claims under this Indenture the Company or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Company or other obligor under the Notes may be enforced by the Trustee without the possession Securities of any Series and Coupons, if any, or to the creditors or property of the Notes Company or such other obligor, the production thereof on Trustee, irrespective of whether the principal of any trial Securities shall then be due and payable as therein expressed or other proceedings relative thereto, by declaration or otherwise and any such action or proceedings instituted by irrespective of whether the Trustee shall be brought in its own name as trustee of an express trust, and have made any recovery of judgment, subject demand pursuant to the payment provisions of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneysthis Section, shall be for the ratable benefit of the Holders of the Notes entitled and empowered, by intervention in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.otherwise:

Collection of Indebtedness by Trustee. The Company covenants that (a) in case there default shall be a default occur in the payment of any installment of interest (including Additional Amounts) on any Security of any series as and when the Notes when such interest (including Additional Amounts) same shall have become due and payable, and such default shall have continued for a period of fifteen (15) days thirty days, or (b) in case there default shall be a default occur in the payment of all or any part of the principal of or premium, if any, on any Security of the Notes any series when the same shall have become due and payable, whether upon maturity Maturity of the Securities of that series or (c) in case of default in the making or satisfaction of any sinking fund payment or analogous obligation when the same becomes due by declaration or otherwise; then the terms of the Securities of any series -- then, upon demand by of the TrusteeTrustee for such series, the Company will pay to the Trustee Trustee, for 68 58 the benefit of the Holder of any such Security (or Holders of any such Note series of Securities in the case of clause (c) above) and the Holders of any Coupons appertaining thereto the whole amount that then shall have become due and payable on any such Note for principal Security (or interest (including Additional Amounts), as Securities of any such series in the case may be of clause (c) above) and matured Coupons, if any, appertaining thereto for the principal, premium, if any, and interest, if any, with interest to the date of such payment upon the overdue principal and premium, if any, and, to the extent that so far as payment of such interest the same is enforceable under applicable law, on overdue installments of interest interest, at the rate or rates of interest specified in Overdue Rate applicable to any such NoteSecurity (or Securities of any such series in the case of clause (c)); and and, in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, any further amounts payable to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject pursuant to the payment provisions of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceedingsec.

Collection of Indebtedness by Trustee. Trustee May Prove -------------------------------------------------------- Debt. The Company Buyer covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days or (b) in case there shall be a default in the payment of ---- all or any part of the principal of any of the Notes Securities when the same shall have become due and payable, whether upon maturity or by declaration at the Issuance Date, a Default Issuance Date or otherwise; , then upon demand by of the Trustee, the Company Buyer will pay to the Trustee for the benefit of the Holders of any such Note the Securities the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be all Securities (with interest from the date due and payable to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest amount at the rate or rates of interest specified in any such NoteDefault Interest Rate); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. The Trustee may in its discretion proceed to protect and enforce its rights and the rights of the Holders by such appropriate judicial proceedings as the Trustee shall deem most effectual to protect and enforce any such rights, whether for the specific enforcement of any covenant or agreement in this CVR Agreement or in aid of the exercise of any power granted herein, or to enforce any other remedy. In case the Company Buyer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Buyer or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company Buyer or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. In case there shall be pending proceedings relative to the Buyer or an other obligor upon the Securities under Title 11 of the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Buyer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Buyer or other obligor upon the Securities, or to the creditors or property of the Buyer or such other obligor the Trustee, irrespective of whether the CVR Payout for any Securities shall then be due and payable as herein expressed or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, (but shall have no obligation) by intervention in such proceedings or otherwise: (a) to file and prove a claim or claims for the whole amount owing and unpaid in respect of the Securities, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee and each predecessor Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, except as a result of negligence or willful misconduct) and of the Holders allowed in any judicial proceedings relative to the Buyer or other obligor upon the Securities, or to their respective property; (b) unless prohibited by applicable law and regulations, to vote on behalf of the Holders in any election of a trustee or a standby trustee in arrangement, reorganization, liquidation or other bankruptcy or insolvency proceedings or person performing similar functions in comparable proceedings; and (c) to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of the Holders and of the Trustee on their behalf; and any trustee, receiver, or liquidator, custodian or other similar official is hereby authorized by each of the Holders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to the Holders, to pay to the Trustee such amounts as shall be sufficient to cover reasonable compensation to the Trustee, each predecessor Trustee and their respective agents, attorneys and counsel, and all other expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, except as a result of its negligence or willful misconduct, and all other amounts due to the Trustee or any predecessor Trustee pursuant to Section 4.7. To the extent that such payment of reasonable compensation, expenses, disbursements, advances and other amounts out of the estate in any such proceedings shall be denied for any reason, payment of the same shall be secured by a lien on, and shall be paid out of, any and all distributions, dividends, moneys, securities and other property which the Holders may be entitled to receive in such proceedings, whether in liquidation or under any plan of reorganization or arrangement or otherwise. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Securities, or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person. All rights of action and of asserting claims under this Indenture CVR Agreement, or under any of the Notes Securities, may be enforced by the Trustee without the possession of any of the Notes Securities or the production thereof on and any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was takenHolders. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture CVR Agreement to which the Trustee shall be a party), ) the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was takenHolders, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove Debt. ------------------------------------------------------------- The Company Issuer covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any series when the same shall have become due and payable, whether upon maturity of the Securities of such series or upon any redemption or by declaration or otherwise; otherwise -- then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of any the Securities of such Note series the whole amount that then shall have become due and payable on any all Securities of such Note series, and such Coupons, for principal or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such Noteseries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6its agents, attorneys and counsel except as a result of its negligence or willful misconductbad faith. Until such demand is made by the Trustee, the Issuer may pay the principal of and interest on the Securities of any series to the registered holders, whether or not the Securities of such Series be overdue. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer or other obligor upon the Notes Securities and collect in the manner provided by law out of the property of the Company Issuer or other obligor upon such Notesthe Securities, wherever situated, situated the moneys adjudged or decreed to be payable. In case there shall be pending proceedings relative to the Issuer or any other obligor upon the Securities under Title 11 of the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Issuer or other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor, the Trustee, irrespective of whether the principal of the Securities shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise: (a) to file and prove a claim or claims for the whole amount of principal and interest (or, if the Securities of any series are Original Issue Discount Securities, such portion of the principal amount as may be specified in the terms of such series) owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee and each predecessor Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, except as a result of negligence or bad faith) and of the Securityholders allowed in any judicial proceedings relative to the Issuer or other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor, (b) unless prohibited by applicable law and regulations, to vote on behalf of the holders of the Securities of any series in any election of a trustee or a standby trustee in arrangement, reorganization, liquidation or other bankruptcy or insolvency proceedings or person performing similar functions in comparable proceedings, and (c) to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of the Securityholders and of the Trustee on their behalf; and any trustee, receiver, or liquidator, custodian or other similar official is hereby authorized by each of the Securityholders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to the Securityholders, to pay to the Trustee such amounts as shall be sufficient to cover reasonable compensation to the Trustee, each predecessor Trustee and their respective agents, attorneys and counsel, and all other expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee except as a result of negligence or bad faith. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Securityholder any plan of reorganization, arrangement, adjustment or composition affecting the Securities of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Securityholder in any such proceeding except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person. All rights of action and of asserting claims under this Indenture Indenture, or under any of the Notes Securities of any series or Coupons appertaining to such Securities, may be enforced by the Trustee without the possession of any of the Notes Securities of such series or Coupons appertaining to such Securities or the production thereof on in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities or Coupons appertaining to such Securities in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), ) the Trustee shall be held to represent all the Holders of the Notes Securities or Coupons appertaining to such Securities in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities or Coupons appertaining to such Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove Debt. ------------------------------------------------------------- (a) The Company covenants that if an Event of Default described in clause (aa)(1) in case there shall be a default in the payment or (a)(2) of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) Section 7.01 shall have become due occurred and payablebe continuing, and such default shall have continued for a period of fifteen (15) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due and payablethen, whether upon maturity or by declaration or otherwise; then upon demand by of the Trustee, the Company will shall pay to the Trustee Trustee, for the benefit of the Holders of any such Note the Notes, the whole amount that then shall have so become due and payable on any all such Note Notes for principal or interest (including Additional Amounts)interest, as the case may be (be, with interest to the date of such payment upon the overdue principal and, and any premium and (to the extent that payment of such interest is enforceable under applicable law, on ) upon the overdue installments of interest at the rate or rates of interest specified in any such Note)borne by the Notes; and and, in addition thereto, the Company will pay such further amount amounts as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of to the expenses of, the Trustee and each predecessor Trustee, their respective its agents, attorneys and counsel, and any expenses and or liabilities incurred, and all advances made, incurred by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of hereunder other than through its negligence or willful misconductbad faith. Until such demand is made by the Trustee, the Company may pay the principal of and interest on the Notes to the Holders, whether or not the Notes be overdue. (b) In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action actions or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or any other obligor upon on the Notes and collect in the manner provided by law out of the property of the Company or any other obligor upon on such Notes, series of Notes wherever situated, the moneys adjudged or decreed to be payable. . (c) In case there shall be pending proceedings relative to the Company or any other obligor upon the Notes under Title 11 of the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Company or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Company or such other obligor, or to the creditors or property of the Company or such other obligor, the Trustee, irrespective of whether the principal of the Notes shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise: (1) to file and prove a claim or claims for the whole amount of the principal and interest owing and unpaid in respect of the Notes, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any amounts due to the Trustee under Section 8.06 hereof) and of the Noteholders allowed in any judicial proceedings relative to the Company or such other obligor, or to the creditors or property of the Company or such other obligor; and (2) to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of the Noteholders and of the Trustee on their behalf; and any trustee, receiver, liquidator, custodian or other similar official is hereby authorized by each of the Noteholders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of the payments directly to the Noteholders, to pay to the Trustee such amounts due pursuant to Section 8.06 hereof. (d) Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding except to vote for the election of a trustee in bankruptcy or similar person. (e) All rights of action and of asserting claims under this Indenture Indenture, or under any of the Notes may be prosecuted and enforced by the Trustee without the possession of any of the Notes or the production thereof on at any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents its agents, attorneys and attorneyscounsel, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. . (f) In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was as taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove Debt. ------------------------------------------------------------- The Company Issuer covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity of the Securities of such Series or upon any redemption or by declaration or otherwise; otherwise - then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of the Securities of such Series and the Holders of any such Note Coupons appertaining thereto the whole amount that then shall have become due and payable on any all Securities of such Note Series or such Coupons for principal of or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such NoteSeries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, Trustee except as a result of its negligence or willful misconductbad faith. Until such demand is made by the Trustee, the Issuer may pay the principal of and interest on the Securities of any Series to the persons entitled thereto, whether or not the principal of and interest on the Securities of such Series are overdue. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company Issuer or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights In case there shall be pending proceedings relative to the Issuer or any other obligor upon the Securities under Title 11 of action and the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of asserting claims under this Indenture the Issuer or its property or such other obligor or its respective property, or in case of any other comparable judicial proceedings relative to the Issuer or other obligor under the Notes may be enforced by the Trustee without the possession Securities of any Series, or to the creditors or property of the Notes Issuer or such other obligor, the production thereof on Trustee, irrespective of whether the principal of any trial Securities shall then be due and payable as therein expressed or other proceedings relative thereto, by declaration or otherwise and any such action or proceedings instituted by irrespective of whether the Trustee shall be brought in its own name as trustee of an express trust, and have made any recovery of judgment, subject demand pursuant to the payment provisions of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneysthis Section, shall be for the ratable benefit of the Holders of the Notes entitled and empowered, by intervention in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.otherwise:

Collection of Indebtedness by Trustee. The Company covenants that (ai) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days fourteen Business Days or (bii) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due and payable, whether upon maturity or by declaration or otherwiseand such default continues for a period of seven Business Days; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Note); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, to and reimbursement of the expenses of, of the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, incurred by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence negligence, bad faith or willful misconduct. . (a) In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. . (b) All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. . (c) In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to of which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. . (d) Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding. (e) Subject to the other terms and conditions of this Indenture and amongst the other duties and responsibilities of the Trustee expressly contemplated in this Indenture, in connection with the actions contemplated by this Article IV, the Trustee will be deemed to be a representative of the Holders and will take any action contemplated by this Section 4.2 in order to protect the interests of the Holders.

Collection of Indebtedness by Trustee. The Company IRSA covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen fourteen (1514) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven (7) days; then upon demand by the Trustee, the Company IRSA will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company IRSA will pay such further amount as shall be sufficient to cover the reasonable costs and 11924629 expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence or willful misconduct. In case the Company IRSA shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company IRSA or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company IRSA or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company covenants that (a) Trustee May -------------------------------------------------- Prove Debt. If an Event of Default in case there shall be a default in the payment of any installment principal of or interest (including Additional Amounts) on ---------- any of the Notes when such interest specified in clause (including Additional Amountsa) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due Section 8.1 occurs and payable, whether upon maturity or by declaration or otherwise; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Note); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. In case the Company shall fail forthwith to pay such amounts upon such demandcontinuing, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer, New Horizons or other obligor BI upon such Notes or Guarantee Obligations, as the Notes case may be, and collect in the manner provided by law out of the property of the Company Issuer (including, without limitation, the Collateral), New Horizons or other obligor BI upon such NotesNotes or Guarantee Obligations, as the case may be, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture Indenture, the Security Documents or under any of the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture Indenture, the Security Documents or the Notes to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove -------------------------------------------------------- Debt. The Company Issuer covenants that (a) in case there default shall be a default made in the payment ---- of any installment instalment of interest (including Additional Amounts) on any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any series when the same shall have become due and payable, whether upon maturity of the Securities of such series or upon any redemption or by declaration or otherwise; --then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of any the Securities of such Note series the whole amount that then shall have become due and payable on any all Securities of such Note series, and such Coupons, for principal or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments instalments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such Noteseries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, Trustee except as a result of its negligence or willful misconductbad faith. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company Issuer or other obligor upon such NotesSecurities, wherever whenever situated, the moneys adjudged or decreed to be payable. All rights In case there shall be pending proceedings relative to the Issuer or any other obligor upon the Securities under Title 11 of action and of asserting claims under this Indenture the United States Code or under the Notes may be enforced by the Trustee without the any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Issuer or other obligor upon the Securities of any series, or to the creditors or property of the Notes Issuer or such other obligor, the production thereof on Trustee, irrespective of whether the principal of any trial Securities shall then be due and payable as therein expressed or other proceedings relative thereto, by declaration or otherwise and any such action or proceedings instituted by irrespective of whether the Trustee shall be brought in its own name as trustee of an express trust, and have made any recovery of judgment, subject demand pursuant to the payment provisions of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneysthis Section, shall be for the ratable benefit of the Holders of the Notes entitled and empowered, by intervention in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.otherwise:

Collection of Indebtedness by Trustee. The Company covenants that (ai) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) days fourteen Business Days or (bii) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due and payable, whether upon maturity or by declaration or otherwiseand such default continues for a period of seven (7) Business Days; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Note); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, to and reimbursement of the expenses of, of the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, incurred by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence negligence, bad faith or willful misconduct. . (a) In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. . (b) All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. . (c) In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to of which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. . (d) Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding. (e) Subject to the other terms and conditions of this Indenture and amongst the other duties and responsibilities of the Trustee expressly contemplated in this Indenture, in connection with the actions contemplated by this Article IV, the Trustee will be deemed to be a representative of the Holders and will take any action contemplated by this Section 4.2 in order to protect the interests of the Holders.

Collection of Indebtedness by Trustee. TRUSTEE MAY PROVE -------------------------------------------------------- DEBT. The Company Issuer covenants that (a) in case there default shall be a default made in the ---- payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any series when the same shall have become due and payable, whether upon maturity of the Securities of such series or upon any redemption or by declaration or otherwise; otherwise -- then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of any the Securities of such Note series the whole amount that then shall have become due and payable on any all Securities of such Note series, and such Coupons, for principal or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such Noteseries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, Trustee except as a result of its negligence or willful misconductbad faith. Until such demand is made by the Trustee, the Issuer may pay the principal of and interest on the Securities of any series to the registered holders, whether or not the Securities of such Series be overdue. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer or other obligor upon the Notes Securities and collect in the manner provided by law out of the property of the Company Issuer or other obligor upon such Notesthe Securities, wherever situated, situated the moneys adjudged or decreed to be payable. In case there shall be pending proceedings relative to the Issuer or any other obligor upon the Securities under Title 11 of the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Issuer or other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor, the Trustee, irrespective of whether the principal of the Securities shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise: (a) to file and prove a claim or claims for the whole amount of principal and interest (or, if the Securities of any series are Original Issue Discount Securities, such portion of the principal amount as may be specified in the terms of such series) owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee and each predecessor Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, except as a result of negligence or bad faith) and of the Securityholders allowed in any judicial proceedings relative to the Issuer or other obligor upon the Securities, or to the creditors or property of the Issuer or such other obligor, (b) unless prohibited by applicable law and regulations, to vote on behalf of the holders of the Securities of any series in any election of a trustee or a standby trustee in arrangement, reorganization, liquidation or other bankruptcy or insolvency proceedings or person performing similar functions in comparable proceedings, and (c) to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of the Securityholders and of the Trustee on their behalf; and any trustee, receiver, or liquidator, custodian or other similar official is hereby authorized by each of the Securityholders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to the Securityholders, to pay to the Trustee such amounts as shall be sufficient to cover reasonable compensation to the Trustee, each predecessor Trustee and their respective agents, attorneys and counsel, and all other expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee except as a result of negligence or bad faith. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Securityholder any plan of reorganization, arrangement, adjustment or composition affecting the Securities of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Securityholder in any such proceeding except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person. All rights of action and of asserting claims under this Indenture Indenture, or under any of the Notes Securities of any series or Coupons appertaining to such Securities, may be enforced by the Trustee without the possession of any of the Notes Securities of such series or Coupons appertaining to such Securities or the production thereof on in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities or Coupons appertaining to such Securities in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), ) the Trustee shall be held to represent all the Holders of the Notes Securities or Coupons appertaining to such Securities in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities or Coupons appertaining to such Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May Prove Debt. -------------------------------------------------------------- The Company Issuer covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of any of the Notes Securities of any series when the same shall have become due and payable, whether upon maturity of the Securities of such series or upon any redemption or by declaration or otherwise; otherwise -- then upon demand by of the Trustee, the Company Issuer will pay to the Trustee for the benefit of the Holders of any the Securities of such Note series the whole amount that then shall have become due and payable on any such Note all Securities of series for principal or interest (including Additional Amounts)interest, as the case may be (with interest to the date of such payment upon the overdue principal and, and to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the same rate or rates as the rate of interest or Yield to Maturity (in the case of Original Issue Discount Securities) specified in any the Securities of such Noteseries); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, to the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, Trustee except as a result of its negligence or willful misconductbad faith. Until such demand is made by the Trustee, the Issuer may pay the principal of and interest on the Securities of any series to the Holders, whether or not the principal of and interest on the Securities of such series be overdue. In case the Company Issuer shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Issuer or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company Issuer or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights In case there shall be pending proceedings relative to the Issuer or any other obligor upon the Securities under Title 11 of action the United States Code or any other applicable Federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Issuer or other obligor upon the Securities of any series, or to the creditors or property of the Issuer or such other obligor, the Trustee, irrespective of whether the principal of any Securities shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of asserting whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise: (a) to file and prove a claim or claims under this Indenture or under for the Notes whole amount of principal and interest (or, if the Securities of any series are original issue Discount Securities, such portion of the principal amount as may be enforced specified in the terms of such series) owing and unpaid in respect of the securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee and each predecessor Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Trustee without and each predecessor Trustee, except as a result of negligence or bad faith) and of the possession Securityholders allowed in any judicial proceedings relative to the Issuer or other obligor upon the Securities of any series, or to the creditors or property of the Notes Issuer or such other obligor, (b) unless prohibited by applicable law and regulations, to vote on behalf of the production thereof holders of the Securities of any series in any election of a trustee or a standby trustee in arrangement, reorganization, liquidation or other bankruptcy or insolvency proceedings or person performing similar functions in comparable proceedings, and (c) to collect and receive any moneys or other property payable or deliverable on any trial such claims, and to distribute all amounts received with respect to the claims of the Securityholders and of the Trustee on their behalf; and any trustee, receiver, or liquidator, custodian or other proceedings relative theretosimilar official is hereby authorized by each of the Securityholders to make payments to the Trustee, and any such action or proceedings instituted by and, in the event that the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject consent to the payment making of payments directly to the expensesSecurityholders, disbursements and to pay to the Trustee such amounts as shall be sufficient to cover reasonable compensation of to the Trustee, each predecessor Trustee and their respective agents agents, attorneys and attorneyscounsel, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. In any proceedings brought and all other expenses and liabilities incurred, and all advances made, by the Trustee (and also any proceedings involving the interpretation each predecessor Trustee except as a result of any provision of this Indenture negligence or bad faith and all other amounts due to which the Trustee shall be a party), the or any predecessor Trustee shall be held pursuant to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceedingSection 5.

Collection of Indebtedness by Trustee. The Company Bank covenants that (a) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes Securities of any Series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) fourteen days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes Securities of any Series when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such default continues for a period of seven days; then upon demand by the Trustee, the Company Bank will pay to the Trustee for the benefit of the Holders of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such NoteSecurity); and in addition thereto, the Company Bank will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its negligence or willful misconduct. In case the Company Bank shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company Bank or other obligor upon the Notes Securities of such Series and collect in the manner provided by law out of the property of the Company Bank or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. All rights of action and of asserting claims under this Indenture or under the Notes Securities of any Series may be enforced by the Trustee without the possession of any of the Notes Securities of such Series or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes Securities of the Series in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities of the Series in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes Securities of any Series or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. (a) The Company covenants that (ai) in case there shall be a default in the payment of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen ten (1510) days or (bii) in case there shall be a default Default in the payment of all or any part of the principal Principal of any of the Notes when the same shall have become due and payable, whether upon maturity or by declaration or otherwise, and such Default continues for a period of seven (7) days; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the Notes the whole amount that then shall have become due and payable on any such Note Notes for principal Principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal Principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Notethe Notes); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.65.6, except as a result of its gross negligence or willful misconduct. . (b) In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes and collect in the manner provided by law out of the property Property of the Company or other obligor upon such Notes, wherever situated, the moneys adjudged or decreed to be payable. . (c) All rights of action and of asserting claims under this Indenture or under the Notes may be enforced by the Trustee without the possession of any of the Notes or the production thereof on any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes in respect of which such action was taken. Notes. (d) In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. . (e) Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. Trustee May -------------------------------------------------- Prove Debt. ----------- The Company covenants that (a) in case there default shall be a default made in the payment of any installment of interest (including on or any Additional Amounts) on Amounts with respect to any of the Notes Securities of any series when such interest (including Additional Amounts) shall have become due and payable, and such default shall have continued for a period of fifteen (15) 30 days or (b) in case there default shall be a default made in the payment of all or any part of the principal of or any premium, if any, on any Securities of the Notes any series or any Additional Amounts with respect thereto when the same shall have become due and payable, whether upon maturity Stated Maturity of the Securities of such series or upon any redemption or by declaration acceleration or otherwise; , then upon demand by of the TrusteeTrustee for such series, the Company will pay to the Trustee for the benefit of the Holders Holder of any such Note Security the whole amount that then shall have become due and payable on any such Note Security for principal or interest (including Additional Amounts)the principal, as the case may be (premium, if any, and interest, if any, with interest to the date of such payment upon the overdue principal and premium, if any, and, to the extent that so far as payment of such interest the same is enforceable under applicable law, on overdue installments of interest and Additional Amounts, at the rate or rates of interest specified in Overdue Rate applicable to any such Note)Security; and and, in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of any further amounts payable to the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys its agents and counsel, and any expenses and liabilities incurred, and all advances made, by counsel pursuant to the Trustee and each predecessor Trustee, as provided in provisions of Section 6.6, except as a result of its negligence or willful misconduct7.6. In case the Company shall fail forthwith to pay such amounts upon such demand, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaid, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or other obligor upon the Notes such Securities and collect in the manner provided by law out of the property of the Company or other obligor upon such NotesSecurities, wherever situated, the moneys adjudged or decreed to be payable. The Trustee shall be entitled and empowered, either in its own name as trustee of an express trust, or as attorney-in-fact for the Holders of any of the Securities, or in both such capacities, to file such proof of debt, amendment of proof of debt, claim, petition or other document as may be necessary or advisable in order to have the claims of the Trustee and of the Holders of Securities allowed in any equity receivership, insolvency, bankruptcy, liquidation, readjustment, reorganization or other similar proceedings, or any judicial proceedings, relative to the Company or any other obligor on the Securities or its creditors or its property. The Trustee is hereby irrevocably appointed (and the successive respective Holders of the Securities, by taking and holding the same, shall be conclusively deemed to have so appointed the Trustee) the true and lawful attorney-in-fact of the respective Holders of the Securities, with authority to make or file in the respective names of the Holders of the Securities any proof of debt, amendment of proof of debt, claim, petition or other document in any such proceedings and to receive payment of any sums becoming distributable on account thereof, and to execute any other papers and documents and do and perform any and all acts and things for and on behalf of such Holders of the Securities as may be necessary or advisable in the opinion of the Trustee in order to have the respective claims of the Holders of the Securities against the Company or any other obligor on the Securities and/or its property allowed in any such proceedings, and to receive payment of or on account of such claims; provided, however, that nothing herein contained shall be deemed to authorize or empower the Trustee to consent to or accept or adopt, on behalf of any Holder of Securities, any plan of reorganization or readjustment of the Company or any other obligor on the Securities or, by other action of any character in any such proceeding, to waive or change in any way any right of any Holder of any Security, even though it may otherwise be entitled so to do under any present or future law, all such power or authorization being hereby expressly denied. All rights of action and of asserting claims under this Indenture or under any of the Notes Securities may be enforced by the Trustee without the possession of any of the Notes Securities or the production thereof on in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders holders of the Notes Securities in respect of which such action was taken. In any proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party), the Trustee shall be held to represent all the Holders of the Notes Securities in respect to of which such action was taken, and it shall not be necessary to make any Holders of such Notes Securities parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceeding.

Collection of Indebtedness by Trustee. The Company covenants that (a) in case there shall be a default in the payment If an Event of any installment of interest (including Additional Amounts) on any of the Notes when such interest (including Additional Amounts) shall have become due Default occurs and payable, and such default shall have continued for a period of fifteen (15) days or (b) in case there shall be a default in the payment of all or any part of the principal of any of the Notes when the same shall have become due and payable, whether upon maturity or by declaration or otherwise; then upon demand by the Trustee, the Company will pay to the Trustee for the benefit of the Holders of any such Note the whole amount that then shall have become due and payable on any such Note for principal or interest (including Additional Amounts), as the case may be (with interest to the date of such payment upon the overdue principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest at the rate or rates of interest specified in any such Note); and in addition thereto, the Company will pay such further amount as shall be sufficient to cover the reasonable costs and expenses of collection, including reasonable compensation to, and reimbursement of the expenses of, the Trustee and each predecessor Trustee, their respective agents, attorneys and counsel, and any expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, as provided in Section 6.6, except as a result of its negligence or willful misconduct. In case the Company shall fail forthwith to pay such amounts upon such demandcontinuing, the Trustee, in its own name and as trustee of an express trust, shall be entitled and empowered to institute any action or proceedings at law or in equity for the collection of the sums so due and unpaidunpaid or enforce the performance of any provision of the Debt Securities of the affected series or this Indenture, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Company or any other obligor upon the Notes Debt Securities of such series (and collect in the manner provided by law out of the property of the Company or any other obligor upon the Debt Securities of such Notes, series wherever situated, situated the moneys adjudged or decreed to be payable). In case there shall be pending proceedings for the bankruptcy or for the reorganization of the Company or any other obligor upon the Debt Securities of any series under Title 11 of the United States Code or any other Federal or State bankruptcy, insolvency or similar law, or in case a receiver, trustee or other similar official shall have been appointed for its property, or in case of any other similar judicial proceedings relative to the Company or any other obligor upon the Debt Securities of any series, its creditors or its property, the Trustee, irrespective of whether the principal of Debt Securities of any series shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section 6.02, shall be entitled and empowered, by intervention in such proceedings or otherwise, to file and prove a claim or claims for the whole amount of principal, premium, if any, and interest (or, if the Debt Securities of such series are Original Issue Discount Debt Securities, such portion of the principal amount as may be specified in the terms of such series) owing and unpaid in respect of the Debt Securities of such series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee, its agents, attorneys and counsel, and for reimbursement of all expenses and liabilities Incurred, and all advances made, by the Trustee except as a result of its negligence or bad faith) and of the Holders thereof allowed in any such judicial proceedings relative to the Company, or any other obligor upon the Debt Securities of such series, its creditors or its property, and to collect and receive any moneys or other property payable or deliverable on any such claims, and to distribute all amounts received with respect to the claims of such Holders and of the Trustee on their behalf, and any receiver, assignee or trustee in bankruptcy or reorganization is hereby authorized by each of such Holders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to such Holders, to pay to the Trustee such amount as shall be sufficient to cover reasonable compensation to the Trustee, its agents, attorneys and counsel, and all other reasonable expenses and liabilities Incurred, and all advances made, by the Trustee except as a result of its negligence or bad faith. All rights of action and of asserting claims under this Indenture Indenture, or under any of the Notes Debt Securities, of any series, may be enforced by the Trustee without the possession of any of the Notes such Debt Securities or the production thereof on in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject judgment (except for any amounts payable to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, pursuant to Section 7.06) shall be for the ratable benefit of the Holders of all the Notes Debt Securities in respect of which such action was taken. In any proceedings brought by case of an Event of Default hereunder the Trustee (may in its discretion proceed to protect and also any proceedings involving enforce the interpretation of any provision of rights vested in it by this Indenture to which by such appropriate judicial proceedings as the Trustee shall be a party)deem most effectual to protect and enforce any of such rights, either at law or in equity or in bankruptcy or otherwise, whether for the specific enforcement of any covenant or agreement contained in this Indenture or in aid of the exercise of any power granted in this Indenture, or to enforce any other legal or equitable right vested in the Trustee shall be held to represent all the Holders of the Notes in respect to which such action was taken, and it shall not be necessary to make any Holders of such Notes parties to any such proceedings. Nothing herein contained shall be deemed to authorize the Trustee to authorize by this Indenture or consent to or accept or adopt on behalf of any Holder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Holder in any such proceedingby law.