Common use of Default on Designated Senior Debt Clause in Contracts

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors may make any payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under Section 10.11 hereof or the Credit Agreement, the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived. (b) The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) in the case of a payment default, the date upon which the default is cured or waived, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, the earlier of the date on which such non-payment default is cured or waived for or 179 days after the Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition. In the event that the Designated Senior Debt is accelerated because of a period default other than a payment default thereunder in accordance with the terms of such Designated Senior Debt, and such acceleration has not less than 90 daysbeen rescinded, then the failure to make the payment required arising from such acceleration shall constitute a payment default.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of the Notes (except in respect of Permitted Junior Securities or and may not acquire from the trusts described under Article 8 Trustee or any Holder any Securities for cash or property (other than (1) securities that are subordinated to at least the same extent as the Securities to (A) Senior Debt and Article 11 (B) any securities issued in exchange for Senior Debt and (2) payments and other distributions made from any defeasance trust created pursuant to Section 8.05 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any a default, other than a default specified in Section 10.04(a)(1), on Designated Senior Debt occurs and is continuing on any series of with respect to Designated Senior Debt that then permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (I) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (II) all scheduled payments of principal and premium, if any, and interest on the number Securities that have come due (other than by reason of defaults with respect to Designated Senior Debt during such period. acceleration) have been paid in full in cash. No default described in this paragraph (d2) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and shall resume payments on and distributions in respect of the Securities and may acquire them: (i) in the case of a default described in Section 10.04(a)(1), upon the date on which the default is cured or waived, and (ii) in the case of a default referred to in Section 10.04(a)(2) hereof, the earlier of the date on which such default has been is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. Anything in this Indenture to the contrary notwithstanding, no payment on account of principal of or interest or premium, if any, on or other amounts due on the Convertible Notes (including without limitation the making of a deposit pursuant to Section 4.06), and no redemption, repurchase or other acquisition of the Convertible Notes, shall be made by or on behalf of the Company unless: (a) Neither full payment of all amounts then due for principal of and interest on, and of all other amounts then due on, all Designated Senior Debt has been made or duly provided for pursuant to the Company nor any terms of the Guarantors may make instruments governing such Designated Senior Debt; and (b) at the time for, and immediately after giving effect to, any payment such payment, redemption, repurchase or other acquisition, there shall not exist under any Designated Senior Debt, or any agreement pursuant to which any Designated Senior Debt is issued, any default which shall not have been cured or waived and which default shall have resulted in respect the full amount of such Designated Senior Debt being declared due and payable. In addition, if the Notes (except in respect of Permitted Junior Securities or Trustee shall receive written notice from the trusts described under Article 8 and Article 11 hereof) if: (i) a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series holders of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default or their Representative (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising that there has occurred and is continuing under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other such Designated Senior Debt, or any agreement pursuant to which such Designated Senior Debt is issued, any non-payment default, which default shall not have been cured or waived, giving the Representative holders of such Designated Senior Debt the right to declare such Designated Senior Debt immediately due and payable, then, anything in this Indenture to the contrary notwithstanding, no payment on account of the principal of or interest or premium, if any, on or any other amounts due on the Convertible Notes (including without limitation the making of a deposit pursuant to Section 4.06), and no redemption, repurchase or other acquisition of the Convertible Notes, shall be made by or on behalf of the Company during the period (the “Payment Blockage Period”) commencing on the date of receipt of the Payment Blockage Notice and ending on the earliest of (i) the date on which such default shall have been cured or waived, (ii) 179 days from the receipt of the Payment Blockage Notice and (iii) the date the Payment Blockage Notice is withdrawn by the holders of such Designated Senior Debt. Notwithstanding the foregoingprovisions described in the immediately preceding sentence (but subject to the provisions contained in Section 11.02 and the first sentence of this Section 11.03), unless the holders of such Designated Senior Debt or the Representative of such holders shall have accelerated the maturity of such Designated Senior Debt, the Company may make payment resume payments on the Convertible Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable end of such Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Period. Not more than one Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice given in any consecutive 365-day period, irrespective of the number of defaults with respect to one or more issues of Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of the Notes (except in respect of Permitted Junior Securities or and may not acquire from the trusts described under Article 8 Trustee or any Holder any Securities for cash or property (other than (1) securities that are subordinated to at least the same extent as the Securities to (A) Senior Debt and Article 11 (B) any securities issued in exchange for Senior Debt and (2) payments and other distributions made from any defeasance trust created pursuant to Section 8.05 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any a default, other than a default specified in Section 10.04(a)(1), on Designated Senior Debt occurs and is continuing on any series of with respect to Designated Senior Debt that then permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (I) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (II) all scheduled payments of principal and premium, if any, and interest on the number Securities that have come due (other than by reason of defaults with respect to Designated Senior Debt during such period. acceleration) have been paid in full in cash. No default described in this paragraph (d2) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and shall resume payments on and distributions in respect of the Securities and may acquire them: (i) in the case of a default described in Section 10.04(a)(1), upon the date on which the default is cured or waived, and (ii) in the case of a default referred to in Section 10.04(a)(2) hereof, the earlier of the date on which such default has been is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. No payment or distribution shall be made to the Trustee or any Securityholder in respect of obligations with respect to the Securities and the Company and its Subsidiaries shall not, directly or indirectly, acquire from the Trustee or any Securityholder any Securities for cash or property (other than securities that are subordinated at least to the same extent as the Securities to (a) Neither the Company nor Senior Debt and (b) any of the Guarantors may make any payment securities issued in exchange for Senior Debt) until all principal, interest and other Obligations in respect of the Notes (except Senior Debt have been paid in respect of Permitted Junior Securities full in cash or from the trusts described under Article 8 and Article 11 hereof) Cash Equivalents if: (i) a default in the payment default on of any principal, interest or other Obligations in respect of any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) a default, other than a payment default, on any other default Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”) from a Person who may give it pursuant to Section X. 12 hereof. Not more than one effective Payment Blockage Notice shall be given within a period of 360 consecutive days and there shall be a period of at least 181 consecutive days in each 360 consecutive day period when no Payment Blockage Period (aas defined below) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debtis in effect. Notwithstanding the foregoing, the The Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur resume payments on and distributions in respect of the followingSecurities and may acquire them upon the earlier of: (i1) the date upon which the default is cured or waived, or (2) in the case of a payment defaultdefault referred to in Section X.04(ii) hereof, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days pass after the date on which the applicable notice was given or deemed to have been given (“Payment Blockage Notice is received, or (CPeriod”) if the date the Trustee receives notice from the Representative for maturity of such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has not been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. The Company may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (other than (i) securities that are subordinated to at least the same extent as the Notes to (a) Neither the Company nor Senior Debt and (b) any of the Guarantors may make securities issued in exchange for Senior Debt and (ii) payments and other distributions made from any payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing; or (ii) a default, other than a payment default, on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) the Company or a Representative with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been waived or cured or waived for a period of not less than 90 days. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) the date upon which the default is cured or waived, or (2) in the case of a default referred to in Section 10.03(ii) hereof, 179 days pass after notice is received if the maturity of such Designated Senior Debt has not been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on any of Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod of grace; or (ii) any a default, other default occurs and is continuing than a payment default, on any series of Designated Senior Debt occurs and is continuing that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on or the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding or their representative. If the Trustee receives any such Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (A) at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal of, interest and premium and Special Interest, if any, on, the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 180 days. (b) The Company shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) in the case of a default referred to in clause (i) of Section 10.03(a) hereof, the date upon which the default is cured or waived, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, upon the earlier of the date on which such non-payment default is cured or waived or 179 days pass after the date on which the applicable Payment Blockage Notice is received, unless the maturity of such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Securities that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such Notice. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) the date upon which the default has been is cured or waived for waived, or (2) in the case of a period default referred to in Section 10.04(ii) hereof, 179 days after notice is received if the maturity of such Designated Senior Debt has not less than 90 daysbeen accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. The Company may not make any direct or indirect payment to the Trustee or any Holder of principal of (a) Neither premium, if any), or interest on, the Company nor any Notes, whether pursuant to the terms of the Guarantors may make any Notes, upon acceleration or otherwise, if at the time of such payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: there exists (i) a default in the payment default on of all or any portion of principal of (premium, if any), interest on, fees or other amounts owing in connection with any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or Debt, or (ii) any other default occurs under any document or instrument governing or evidencing any Designated Senior Debt, and is continuing on any series the Trustee has received written notice of such default from the Representative of the holders of Designated Senior Debt, and, in either case, such default shall not have been cured or waived in writing; provided, however, that if within the period specified in the next sentence with respect to a default referred to in clause (ii) above, the holders of Designated Senior Debt that permits holders of that series of have not declared the Designated Senior Debt to accelerate its maturity be immediately due and the Trustee receives a notice of such default payable (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for have declared such Designated Senior Debt rescinding to be immediately due and payable and within such period have rescinded such acceleration), then and in that event, payment of principal of, and interest on, the Payment Blockage NoticeNotes shall be resumed. With respect to any default under clause (ii) above, unless the maturity period referred to in the preceding sentence shall commence upon receipt by the Trustee of any a written notice or notices (which shall specify all defaults existing under the Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery such notice and of which the Representative giving such notice had actual knowledge at such time) of the commencement of such period from such Representative, and shall end at the completion of the 179th day after the beginning of such period. Only one such 179 day period may commence within any 360 consecutive days. Upon termination of any Payment Blockage Notice such period, the Company shall resume payments on account of the principal of (premium, if any), and interest on, the Notes, subject to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period provisions of not less than 90 daysthis Article XIII.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment in or distribution of any kind or character to the Trustee or any Holder with respect of to any Obligations on, or relating to, the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (x) Permitted Junior Securities or and (y) payments and other distributions made from the trusts described under any defeasance trust created pursuant to Article 8 hereof, so long as the trust was created in accordance with all relevant conditions specified in Article 8 hereof) until all principal and Article 11 hereofother Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents (other than Cash Equivalents of the type referred to in clauses (iii) and (iv) of the definition thereof) if: (i) a default in the payment default on when due, whether at maturity, upon redemption, declaration or otherwise, of any principal of, interest on, unpaid drawings for letters of credit issued in respect of, or any other Obligations with respect to any Designated Senior Debt of the Company occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) any a default, other than a default referred to in clause (i) of this Section 10.04, on Designated Senior Debt of the Company occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee receives a written notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, holders or (b) with respect to any other Designated Senior Debt, the a Representative of such Designated Senior Debt. Notwithstanding If the foregoingTrustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of this Section 10.04 unless and until at least 360 days shall have elapsed since the effectiveness of the immediately prior Payment Blockage Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee shall be, or be made, the basis for a subsequent Payment Blockage Notice unless such default shall have been waived for a period of not less than 90 consecutive days. The Company may make payment and shall resume payments on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt distributions with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on any Obligations on, or with respect to, the Notes and may and shall be resumed at acquire them upon the first to occur of the followingearlier of: (i) in the case of a payment defaultdefault referred to in clause (i) of the immediately preceding paragraph, upon the date on upon which such the default is cured or waived; and, or (ii) in the case of a nonpayment defaultdefault referred to in clause (ii) of the immediately preceding paragraph, upon the earlier of (A) the date on which such all nonpayment default is defaults are cured or waived, or (B) 179 days after the date on which of delivery of the applicable Payment Blockage Notice is received, or (C) the date on which the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any such Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither The Issuers and the Company nor any of the Subsidiary Guarantors may not make any payment or distribution in respect of Obligations with respect to the Notes (except in respect of whether by redemption, purchase, defeasance or otherwise) and may not acquire any Notes for cash or property (other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under any defeasance trust created pursuant to Article 8 hereof, provided that the funding of such trust was permitted) until all principal and Article 11 hereof) other Obligations with respect to the Senior Debt have been paid in full in cash if: (ia) a default in the payment of any principal, premium, if any, or interest (and other Obligations in the case of the Credit Facilities) on Designated Senior Debt occurs and is continuing; or (b) any other default on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.11 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 120 days. The Issuers may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (a) in the case of a default referred to in clause (a) of the immediately preceding paragraph, the date upon which the default is cured or waived, or (b) in the case of a default referred to in clause (b) of the immediately preceding paragraph, the earlier of the date on which such non-payment default is cured or waived and 179 days after the date on which the applicable Payment Blockage Notice is received by the Trustee unless the maturity of such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution in respect of the Notes Securities of such series (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt (a "payment default"); or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 11.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section 11.03 unless and until (A) at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium, if any, and interest, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Securities that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. (b) The Company may and shall resume payments on and distributions in respect of the Securities of such series upon the earlier of: (i) the date upon which the default is cured or waived or such Designated Senior Debt is discharged or paid in full, or (ii) in the case of a default referred to in clause (ii) Section 11.04(a) hereof 179 days pass after notice is received if the maturity of such Designated Senior Debt has not been accelerated.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution upon or in respect of the Notes Notes, including, without limitation, by way of set-off or otherwise, or redeem (except or make a deposit in respect redemption of), defease or acquire any of Permitted Junior Securities the Notes, for cash, properties or from the trusts described under Article 8 and Article 11 hereof) securities if: (i) a default in the payment default on of any principal, premium, if any, or interest or other Obligations (a "Payment Default") with respect to Senior Debt of the Company occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) a default (other than a Payment Default) or any other event that, after notice or passage of time would become a default (a "Non-Monetary Default"), on Senior Debt of the Company occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of Designated the Senior Debt of the Company to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative Section 10.11 hereof. Any number of such Designated Senior Debt. Notwithstanding the foregoingPayment Blockage Notices may be given, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses provided, however, that (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new not more than one Payment Blockage Notice may be delivered unless commenced during any period of 360 consecutive days and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (dii) No nonpayment default any Non-Monetary Default that existed or was continuing on the date of delivery of any such notice to the Trustee (to the extent the holder of Designated Senior Debt, or such trustee or agent, giving such Payment Blockage Notice to had knowledge of the Trustee will be, or will same) shall not be made, the basis for a subsequent Payment Blockage Notice Notice, unless such default has been cured or waived for a period of not less than 90 days. The Company may and shall resume payments on and distributions in respect of the Notes and all Obligations with respect thereto, and may acquire such Notes or Obligations upon the earlier of: (1) in the case of a payment default, the date upon which such default is cured or waived, or (2) in the case of a Non-Monetary Default, on the earlier of the date on which such Non-Monetary Default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, if the maturity of such Senior Debt of the Company has not been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time thereof.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may shall not make any payment upon or in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 and Article 11 hereof) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable period of grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until (i) 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of and the Guarantors may not make any payment or distribution to the Trustee or any Holder upon or in respect of the Notes or to repurchase or to redeem any of the Notes (except including pursuant to Section 3.07, 3.09, 4.10 or 4.14 hereof) (other than, in respect of each case, (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) if: (ia) a default in the payment default of the principal of or premium or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod of grace; or (iib) any other default occurs and is continuing on with respect to any series of Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from the Company or the agent under (a) with respect to Designated Senior Debt arising under in the case of the Credit Agreement, Facility) or the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 at least 30 days. The Company and the Guarantors may and shall resume payments on the Notes and the Note Guarantees: (1) in the case of a payment default, upon the date on which such default is cured or waived pursuant to the terms of such Designated Senior Debt, and (2) in the case of a nonpayment default, the earlier of the date on which such nonpayment default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from the Company or the holders (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the a Representative of such the holders) of the Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and If the Trustee receive written notice approving receives any such payment from the Representatives Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of any Designated Senior Debt with respect to which either of the events set forth in clauses this Section unless and until (i) at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice and (ii) all scheduled payments of this Section 13.03(a) has occurred principal, interest and is continuingpremium and Liquidated Damages, if any, on the Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee shall be, or be made, the basis for a subsequent Payment Blockage Notice unless such default shall have been cured or waived for a period of 90 days. (b) Payments on the Notes The Company may and shall be resumed at the first to occur resume payments on and distributions in respect of the followingNotes and may acquire them upon the earlier of: (i) in the case of a payment default, upon the date on which such default is cured or waived; and, or (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors The Obligors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations arising under or in connection with the Notes or the Guaranties and may not acquire from the Trustee or any Holder any Notes or Guaranties for cash or property (except in respect other than payments and other distributions made from any defeasance or redemption trust created pursuant to Articles 8 or 12 hereof and the issuance of Permitted Junior Securities Securities) until all principal and other Obligations arising under or from in connection with the trusts described under Article 8 and Article 11 hereof) Senior Debt have been paid in full or fully cash-collateralized, if not yet due if: (i1) a default in the payment default on of any Obligations with respect to Designated Senior Debt occurs and is continuing beyond (including any applicable grace perioddefault in payment upon the maturity of any Designated Senior Debt by lapse of time, acceleration or otherwise), or any judicial proceeding is pending to determine whether any such default has occurred; or (ii2) a default or event of default (as such terms may be defined in any agreement, indenture or other document governing such Designated Senior Debt), other than a payment default described in subsection (a) above, on Designated Senior Debt, including any default or event of default that would result upon any payment or distribution with respect to the Notes or the Guaranties, that would cause or permit the acceleration of the maturity of the Designated Senior Debt, occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, affected Obligors or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section unless and until at least 360 days will have elapsed since the delivery first day of effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has will have been cured or waived for a period of not less than 90 180 days. If the Company is prohibited from making payments on or distributions in respect of the Notes or from acquiring any Notes under subsection (1) or (2) above, the Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon: (a) in the case of any prohibition referred to in Section 10.03(a)(1) hereof, the date upon which the default, event of default or other event giving rise to such prohibition is cured or waived or will have ceased to exist, unless another default, event of default or other event that would prohibit such payment, distribution or acquisition under Section 10.03(a)(1) has occurred and is continuing, or all Obligations in respect of such Designated Senior Debt will have been discharged or paid in full, or (b) in the case of any prohibition referred to in Section 10.03(a)(2) hereof, the earlier of the date on which the default, event of default or other event giving rise to such prohibition is cured or waived or 179 days pass after the relevant Payment Blockage Notice is received by the Trustee thereunder, unless the maturity of any Designated Senior Debt has been accelerated, in each such case, if this Article otherwise permits the payment, distribution or acquisition. The provisions of this Article will not be construed to prohibit the Company from repurchasing, redeeming, repaying or prepaying any or all of the Notes to the extent required to do so by any Gaming Authority having authority over any Obligor.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Senior Debt, or any Obligation owing from time to time under or in respect of Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (adefault) with respect to Designated any Senior Debt arising under shall have occurred and be continuing and shall have resulted in such Senior Debt becoming or being declared due and payable prior to the Credit Agreement, the administrative agent thereunderdate on which it would otherwise have become due and payable, or (b) if any event of default other than as described in clause (a) above with respect to any other Designated Senior Debt, Debt shall have occurred and be continuing permitting the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving Debt (or their Representative or Representatives) to declare such payment from the Representatives of any Designated Senior Debt with respect due and payable prior to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of the Company on account of the Notes (x) in case of any payment or nonpayment default specified in (a), unless and until such default shall have been cured or waived in writing in accordance with the instruments governing such Senior Debt or such acceleration shall have been rescinded or annulled, or (y) in case of any nonpayment event of default specified in (b), during the period (a "PAYMENT BLOCKAGE PERIOD") commencing on the date the Company or the Trustee receives written notice (a "PAYMENT NOTICE") of such event of default (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such nonpayment event of default) from the Credit Agent (or other holders of Designated Senior Debt or their Representative or Representatives) and ending on the earliest of (A) 179 days after such date, (B) the date, if any, on which such Designated Senior Debt to which such default relates is paid in full in cash or such default is cured or waived; and waived in writing in accordance with the instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage NoticePeriod. During any consecutive 360-day period, unless the maturity aggregate of any Designated Senior Debt has been accelerated. (c) No new all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt for which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment upon or in respect of the Notes (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from any trust created pursuant to Article VIII hereof; provided that at the trusts described under Article 8 and Article 11 hereoftime of its creation such trust does not violate the Senior Credit Facility) if: (ia) a payment default in the payment, when due, of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (iib) any a default, other than a payment default pursuant to the preceding clause (a), on Designated Senior Debt occurs and is continuing on any series that then permits holders of the Designated Senior Debt that permits holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity without further notice or the expiration of any applicable grace periods (a "Nonpayment Default") and the Trustee receives (and the Company receives, if not sent by the Company) a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising Section 10.09 hereof, which notice states it is a Payment Blockage Notice under this Indenture and that is submitted by such Person to evidence its election to effect a payment blockage for the Credit Agreement, period specified in the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debtnext following paragraph. Notwithstanding the foregoing, the The Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur resume payments on and distributions in respect of the followingNotes: (i) in the case of a payment defaultdefault pursuant to clause (a) of this Section 10.03, upon the date on which such the default is cured or waived; waived or any acceleration if rescinded, as applicable, and (ii) in the case of a nonpayment defaultNonpayment Default, upon the earlier of (Aa) the date on which such nonpayment default Nonpayment Default is cured or waived, waived or (Bb) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any such Designated Senior Debt has been accelerated. (c) No new accelerated and not thereafter rescinded, provided, in each case, the Company may pay the Notes without regard to the foregoing if it and the Trustee receive written notice approving the same from Representatives of each Designated Senior Debt. If the Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice may shall commence or be delivered effective for purposes of this Section unless and until (i) 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal of, and premium, if any, and interest and Liquidated Damages, if any, on, the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default Nonpayment Default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Senior Debt, or any Obligation owing from time to time under or in respect of Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (adefault) with respect to Designated any Senior Debt arising under shall have occurred and be continuing and shall have resulted in such Senior Debt becoming or being declared due and payable prior to the Credit Agreement, the administrative agent thereunderdate on which it would otherwise have become due and payable, or (b) if any event of default other than as described in clause (a) above with respect to any other Designated Senior Debt, Debt shall have occurred and be continuing permitting the Representative holders of such Designated Senior Debt. Notwithstanding Debt (or their Representative or Representatives) to declare such Designated Senior Debt due and payable prior to the foregoingdate on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of the Company may make on account of the Notes (other than payments in the form of Reorganization Securities) (x) in case of any payment or nonpayment default specified in (a), unless and until such Senior Debt is paid in full in cash or cash equivalents or such default shall have been cured or waived in writing in accordance with the instruments governing such Senior Debt or such acceleration shall have been rescinded or annulled, or (y) in case of any nonpayment event of default specified in (b), during the period (a "Payment Blockage Period") commencing on the Notes if date the Company and the Trustee receive written notice approving (a "Payment Notice") of such event of default specifically referring to this Article 10 (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such a payment default or nonpayment event of default) from the Representatives Credit Agent (or other holders of any Designated Senior Debt with respect or their Representative or Representatives) and ending on the earliest of (A) 179 days after such date, (B) the date, if any, on which the Trustee receives written notice from the Credit Agent (or other holders of Designated Senior Debt or their Representative or Representatives), as the case may be, stating that such Designated Senior Debt to which either of the events set forth such default relates is paid in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) full in the case of a payment default, upon the date on which cash or such default is cured or waived; and waived in writing in accordance with the 77 instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage NoticePeriod. During any consecutive 360-day period, unless the maturity aggregate of any Designated Senior Debt has been accelerated. (c) No new all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt for which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. The Company may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (other than (i) securities that are subordinated to at least the same extent as the Notes to (a) Neither the Company nor Senior Debt and (b) any of the Guarantors may make securities issued in exchange for Senior Debt and (ii) payments and other distributions made from any payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing; or (ii) a default, other than a payment default, on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series that then permits holders of the Designated Senior Debt that permits holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity (or that would permit such holders to accelerate with the giving of notice or the passage of time or both) and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) the Company or a Representative with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium and Additional Amounts, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been waived or cured or waived for a period of not less than 90 days. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) the date upon which the default is cured or waived, or (ii) in the case of a default referred to in Section 11.03(ii) hereof, 179 days pass after the date on which the applicable Payment Blockage Notice is received if the maturity of such Designated Senior Debt has not been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all Senior Debt has been paid in full if: (i) a default in the payment default on of any principal or other Obligations. with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that permits would permit holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) a Representative with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such Notice. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) the date upon which the default has been is cured or waived for in writing by the Representative with respect to the Designated Senior Debt, or (2) in the case of a period default referred to in Section 10.03(ii) hereof, the passage of 179 days after the Payment Blockage Notice is received if the maturity of such Designated Senior Debt has not less than 90 daysbeen accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither The Credit Parties shall not pay, directly or indirectly, principal (including any accretion) of, premium, if any, or interest on the Company nor Obligations and may not purchase, redeem or otherwise retire or acquire for cash or property any Obligations (for the purposes of this Section 11, collectively, “pay the Guarantors may make any payment in respect of the Notes Obligations”) (except (x) in respect the form of Permitted Junior Securities or Securities, (y) as may result from a Permitted Refinancing and (z) interest payable in kind) if either of the trusts described under Article 8 and Article 11 hereof) if:following occurs (a “Payment Default”): (i) a any payment default obligation on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodnot paid in full in cash when due; or (ii) any other default occurs and is continuing on any series of the Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity occurs and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative maturity of such Designated Senior DebtDebt is accelerated in accordance with its terms; unless, in either case, the Payment Default has been cured or waived and any such acceleration has been rescinded or a Discharge of Senior Debt Obligations has occurred. Notwithstanding Regardless of the foregoing, the Company may make payment on Credit Parties are permitted to pay the Notes Obligations if the Company Borrower and the Trustee Lenders receive written notice approving such payment from the Representatives of any applicable Designated Senior Debt Administrative Agent(s) with respect to any such Payment Default which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on During the Notes may and shall be resumed at the first continuance of any default other than a Payment Default (a “Non-Payment Default”) with respect to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt pursuant to which the maturity thereof may be accelerated without further notice (except such notice as may be required to effect such acceleration), the Credit Parties are not permitted to pay the Obligations (except (x) in the form of Permitted Junior Securities, (y) pursuant to a Permitted Refinancing and (z) interest payable in kind) for a period (a “Payment Blockage Period”) commencing upon the receipt by the Credit Parties (with a copy to Lenders) of written notice (a “Blockage Notice”) of such Non-Payment Default from the applicable Designated Administrative Agent(s) specifying an election to effect a Payment Blockage Period and ending 120 days thereafter. So long as there shall remain outstanding any Designated Senior Debt, a Blockage Notice may be given by a holder of Designated Senior Debt or by a Designated Administrative Agent. The Payment Blockage Period shall end earlier if such Payment Blockage Period is terminated by written notice to the Credit Parties (with a copy to each Lender) from the applicable Designated Administrative Agent(s) stating that (i) the default giving rise to such Blockage Notice has been acceleratedcured, waived or otherwise no longer continuing in accordance with the applicable Designated Senior Debt Documents; (ii) a Discharge of Senior Debt Obligations has occurred or (iii) it has been terminated by agreement of the applicable requisite holders of the Designated Senior Debt. (c) No new Notwithstanding the provisions described in the immediately preceding subclauses (a) and (b) (but subject to the provisions contained in clause (a) of this Section 11.3 and Section 11.2 hereof), unless the holders of the Designated Senior Debt or the Designated Administrative Agent(s) shall have accelerated the maturity of Designated Senior Debt or a Payment Default otherwise exists, the Credit Parties are permitted to resume paying the Obligations (including, without limitation, in cash) after the end of such Payment Blockage Notice may Period. The Obligations shall not be delivered unless and until 360 days have elapsed since the delivery of the immediately prior subject to more than one Payment Blockage Notice Period in any consecutive 360-day period nor shall the Obligations be subject to more than three (3) Payment Blockage Periods during the term of this Agreement, in each case irrespective of the number of defaults with respect to any Designated Senior Debt during such period. (d) No nonpayment . However, in no event shall the total number of days during which any Payment Blockage Period or Periods is in effect exceed 120 days in the aggregate during any consecutive 360 day period, and there must be at least 240 days during any consecutive 360 day period during which no Payment Blockage Period is in effect. Notwithstanding the foregoing, however, no default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 daysdays (it being acknowledged that any subsequent action, or any breach of any financial covenants during the period after the date of delivery of a Blockage Notice, that, in either case, would give rise to a Non-Payment Default pursuant to any provisions under which a Non-Payment Default previously existed or was continuing shall constitute a new Non-Payment Default for this purpose).

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and Additional Interest, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has have been cured or waived for a period of not less than 90 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, upon the date upon which such default is cured or waived, or (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors No Subsidiary Guarantor may make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt of such Subsidiary Guarantor have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt of such Subsidiary Guarantor occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt of such Subsidiary Guarantor occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 12.11 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Securities that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such Notice. Each Subsidiary Guarantor may and shall resume payments on and distributions in respect of the Subsidiary Guarantees and may acquire them upon the earlier of: (1) the date upon which the default has been is cured or waived for waived, or (2) in the case of a period default referred to in Section 12.03(ii) hereof, 179 days after such Payment Blockage Notice is received if the maturity of such Designated Senior Debt has not less than 90 daysbeen accelerated, and if this Article 12 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from either of the trusts described under in Article 8 and or Article 11 12 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section 10.03 unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, interest and premium and Liquidated Damages, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, upon the date on which such default is cured or waived, and (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived, such payment blockage is waived or withdrawn in writing by the Person who gave the notice, or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been cured accelerated, if this Article 10 otherwise permits the payment, distribution or waived for a period acquisition at the time of not less than 90 dayssuch payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of and the Guarantors may not make any payment (whether by redemption, purchase, retirements, defeasance or otherwise) upon or in respect of the Notes and the related Note Guarantees (except in respect of other than (A) Permitted Junior Securities or (B) payments and other distributions made from any defeasance trust created pursuant to Sections 8.04 and 8.05 hereof if the trusts described under applicable deposit did not violate Article 8 or 13 of this Indenture) until all principal and Article 11 hereof) other Obligations with respect to the Designated Senior Debt of the Company and the Guarantors have been paid in full if: (i) a default in the payment default of any principal of, premium, if any, or interest on any or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodoccurs; or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders permits, or with the giving of that series notice or passage of time or both (regardless of whether such notice or grace period provisions are within the agreements governing the Designated Senior Debt or within any agreements or instruments which would trigger a cross-default under any Designated Senior Debt) would permit, holders of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives Trustees receive a notice of such the default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, holders or (b) with respect to any other Designated Senior Debt, the a Representative of such any Designated Senior Debt. Notwithstanding If a Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of this Section 13.03 unless and until 360 days shall have elapsed since the foregoing, date of commencement of the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment blockage period resulting from the Representatives immediately prior Payment Blockage Notice. No nonpayment default in respect of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will Trustees (to the extent the holder or the Representative of the Designated Senior Debt giving such Payment Blockage Notice had knowledge of the same) shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. (b) The Company shall resume payments on and distributions in respect of the Notes and any Guarantor shall resume making payments and distributions pursuant to the Note Guarantees upon: (i) in the case of a default referred to in Section 13.03(a)(i) hereof the date upon which the default is cured or waived or such Designated Senior Debt is discharged or paid in full, and (ii) in the case of a default referred to in Section 13.03(a)(ii) hereof, the earliest of (1) the date on which such nonpayment default is cured or waived, (2) the date the applicable Payment Blockage Notice is retracted by written notice to the Trustees or (3) 179 days after the date on which the applicable Payment Blockage Notice is received unless (in the case of each of the foregoing subclauses (1) through (3)) (A) the maturity of any Designated Senior Debt has been accelerated or (B) a Default or Event of Default under Section 6.01(a)(7) or (8) has occurred and is continuing, if this Article otherwise permits the payment or distribution at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and Liquidated Damages, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has have been cured or waived for a period of not less than 90 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, upon the date upon which such default is cured or waived, or (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Senior Debt, or any Obligation owing from time to time under or in respect of Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (adefault) with respect to Designated any Senior Debt arising under shall have occurred and be continuing and shall have resulted in such Senior Debt becoming or being declared due and payable prior to the Credit Agreement, the administrative agent thereunderdate on which it would otherwise have become due and payable, or (b) if any event of default other than as described in clause (a) above with respect to any other Designated Senior Debt, Debt shall have occurred and be continuing permitting the Representative holders of such Designated Senior Debt. Notwithstanding Debt (or their Representative or Representatives) to declare such Designated Senior Debt due and payable prior to the foregoingdate on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of any Subsidiary Guarantor on account of the Company may make Notes (other than payments in the form of Reorganization Securities) (x) in case of any payment or nonpayment default specified in (a), unless and until such default shall have been cured or waived in writing in accordance with the instruments governing such Senior Debt or such acceleration shall have been rescinded or annulled, or (y) in case of any nonpayment event of default specified in (b), during the period (a "Payment Blockage Period") commencing on the Notes if date the Company and Subsidiary Guarantors or the Trustee receive written notice approving (a "Payment Notice") of such event of default (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such a payment default or nonpayment event of default) from the Representatives Credit Agent (or other holders of any Designated Senior Debt with respect or their Representative or Representatives) and ending on the earliest of (A) 179 days after such date, (B) the date, if any, on which such Designated Senior Debt to which either of the events set forth such default relates is paid in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which full or such default is cured or waived; and waived in writing in accordance with the instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage NoticePeriod. During any consecutive 360-day period, unless the maturity aggregate of any Designated Senior Debt has been accelerated. (c) No new all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt to which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.11 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (A) at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and Special Interest, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. (b) The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) the date upon which the default is cured or waived, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, 179 days pass after notice is received, unless the maturity of such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.11 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Securities that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such Notice. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) the date upon which the default has been is cured or waived for waived, or (2) in the case of a period default referred to in Section 10.03(ii) hereof, 179 days after such Payment Blockage Notice is received if the maturity of such Designated Senior Debt has not less than 90 daysbeen accelerated, and if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. The Company shall not, directly or indirectly, (ax) Neither the Company nor any of the Guarantors may make any payment in respect of principal of, premium, if any, or interest or Liquidated Damages, if any, on the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under in Article 8 and or Article 11 hereofhereof if no default of the kind referred to in clause (i) below had occurred and was continuing, and no Payment Blockage Notice was in effect, at the time amounts were deposited with the Trustee as described therein) or (y) acquire any of the Notes for cash or property or otherwise or make any other distribution with respect to the Notes if: (i) a payment any default on any Senior Debt occurs and is continuing beyond in the payment when due, whether at maturity, upon any applicable grace period; redemption, by declaration or otherwise, of any principal of, premium, if any, or interest on, any Designated Senior Debt of the Company, or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt of the Company that permits holders of that series of the Designated Senior Debt of the Company as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes Company. The Company may and shall be resumed at resume payments on the first to occur of the followingNotes: (ia) in the case of a payment default, upon the date on which such default is cured or waived; waived or otherwise has ceased to exist, and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) otherwise has ceased to exist or 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt of the Company has been accelerated. (c) accelerated and such acceleration remains in full force and effect. No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such nonpayment default has shall have been cured or waived for a period of not less than 90 days. The Company shall give prompt written notice to the Trustee of any default in the payment of any Senior Debt of the Company or any acceleration under any Senior Debt of the Company or under any agreement pursuant to which Senior Debt of the Company may have been issued. Failure to give such notice shall not affect the subordination of the Notes to the Senior Debt of the Company or the application of the other provisions provided in this Article 10.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of the Notes (except in respect of Permitted Junior Securities or and may not acquire from the trusts described under Article 8 Trustee or any Holder any Securities for cash or property (other than (1) securities that are subordinated to at least the same extent as the Securities to (A) Senior Debt and Article 11 (B) any securities issued in exchange for Senior Debt and (2) payments and other distributions made from any defeasance trust created pursuant to Section 8.05 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any a default, other than a default specified in Section 10.04(a)(1), on Designated Senior Debt occurs and is continuing on any series of with respect to Designated Senior Debt that then permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”) from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (I) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (II) all scheduled payments of principal and premium, if any, and interest on the number Securities that have come due (other than by reason of defaults with respect to Designated Senior Debt during such period. acceleration) have been paid in full in cash. No default described in this paragraph (d2) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and shall resume payments on and distributions in respect of the Securities and may acquire them: (i) in the case of a default described in Section 10.04(a)(1), upon the date on which the default is cured or waived, (ii) in the case of a default referred to in Section 10.04(a)(2) hereof, the earlier of the date on which such default has been is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, and (iii) if this Article otherwise permits the payment, distribution or acquisition at the time of such payment, distribution or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Indebtedness have been paid in full if: (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt Indebtedness occurs and is continuing beyond any applicable grace periodperiod of grace; or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt Indebtedness that permits holders of that series of the Designated Senior Debt Indebtedness as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on or the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Indebtedness. Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt Indebtedness has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until (i) 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the Company nor any of the The Guarantors may also shall not make any payment upon or in respect of the Notes (except in respect of Permitted Junior Securities securities or from the trusts trust described under Article 8 Sections 8.02 and Article 11 hereof8.03) if: if (i) a default in the payment default of the principal of premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity maturity, and in the case of this clause (ii) only, and the Trustee receives a notice of such default invoking the provisions described in this paragraph (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) or any agent or trustee therefor. Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or unless a payment default has occurred and is continuing (C) as a result of the date non-payment of a scheduled principal repayment upon Designated Senior Debt, non-payment of principal upon the Trustee receives notice from the Representative for such stated maturity of any Designated Senior Debt rescinding or the Payment Blockage Notice, unless acceleration of the maturity of any Designated Senior Debt has been accelerated. (c) Debt). No new Payment Blockage Notice period of payment blockage (other than for a payment default) may be delivered commenced unless and until 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. Whenever a Guarantor is prohibited from making any payment in respect of the Notes, the Guarantor also shall be prohibited from making, directly or indirectly, any payment of any kind on account of the purchase or other acquisition of the Notes. If any Holder receives any payment or distribution that such Holder is not entitled to receive with respect to the Notes, such Holder shall be required to pay the same over to the holders of Senior Debt.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Senior Subordinated Note Trustee or any Holder in respect of Obligations upon or in respect of the Senior Subordinated Notes and may not acquire from the Senior Subordinated Note Trustee or any Holder any Senior Subordinated Notes for cash or property (except other than (i) in respect of Permitted Junior Securities or and (ii) from the trusts described under Article 8 payments and Article 11 other distributions made from any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents if: (ia) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodcontinuing; or (iib) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity (or that would permit such holders to accelerate with the giving of notice or the passage of time or both) and the Senior Subordinated Note Trustee receives a notice of such the default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from (a) with respect a Person who may give it pursuant to Designated Section 10.11 hereof. If the Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Subordinated Note Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest and Liquidated Damages, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Subordinated Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Senior Subordinated Note Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 180 days. The Company may and shall resume payments on and distributions in respect of the Senior Subordinated Notes and may acquire them upon the earlier of: (i) the date upon which the default is cured or waived, or (ii) in the case of a default referred to in Section 10.03(b) hereof, 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may also shall not make any payment upon or in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 Sections 8.02 and Article 11 hereof8.03) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity maturity, and in the case of this clause (ii) only, and the Trustee receives a notice of such default invoking the provisions described in this paragraph (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) or any agent or trustee therefor. Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or unless a payment default has occurred and is continuing (C) as a result of the date non-payment of a scheduled principal repayment upon Designated Senior Debt, nonpayment of principal upon the Trustee receives notice from the Representative for such stated maturity of any Designated Senior Debt rescinding or the Payment Blockage Notice, unless acceleration of the maturity of any Designated Senior Debt has been accelerated. (c) Debt). No new Payment Blockage Notice period of payment blockage (other than for a payment default) may be delivered commenced unless and until 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. Whenever the Company is prohibited from making any payment in respect of the Notes, the Company also shall be prohibited from making, directly or indirectly, any payment of any kind on account of the purchase or other acquisition of the Notes. If any Holder receives any payment or distribution that such Holder is not entitled to receive with respect to the Notes, such Holder shall be required to pay the same over to the holders of Senior Debt.

Default on Designated Senior Debt. The Company may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (other than (a) Neither the Company nor any of the Guarantors may make any payment in respect of the Notes (except in respect of Permitted Junior Securities or and (b) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreementtrustee, agent or other representative of the administrative agent thereunder, or (b) with respect to any other holders of Designated Senior Debt, or the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of or the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date Company. If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 180 days. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) the date upon which the default is cured or waived, or (2) in the case of a default referred to in Section 10.04(ii) hereof, 179 days pass after the Payment Blockage Notice is received if the maturity of such Designated Senior Debt has not been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors Borrower may not make any payment in or distribution of any kind or character to Lender with respect to any Obligations on or relating to the Loan and may not acquire from Lender all or any portion of the Notes Loan for cash or property (except in respect of other than (i) Permitted Junior Securities and (ii) payments and other distributions made from any defeasance trust created pursuant to Section 9.01 or from Section 9.04 of the trusts described under Article 8 Indenture 2, in each case in accordance with the terms of this Agreement including, without limitation, this Section 15) until all principal and Article 11 hereof) other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default (whether at stated maturity, upon acceleration or otherwise) in the payment default of any principal or other Obligations with respect to Senior Debt occurs and is continuing; or (2) any other default, other than a payment default, on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee Lender receives a notice of such the default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving If Lender receives any such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will Lender shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 consecutive days. Any subsequent action or any breach of any financial covenants for a period ending after the date of delivery of the initial Payment Blockage Notice that in either case would give rise to a default pursuant to any provisions under which a default previously existed or was continuing will constitute a new default for purposes of this clause (2). (b) Borrower may and shall resume payments on and distributions in respect of this Agreement and the Loan and may acquire all or any portion of the Loan upon the earlier of: (i) in the case of a payment default (whether at stated maturity, upon acceleration or otherwise), the date upon which all payment defaults are cured or waived in accordance with the terms of the applicable Senior Debt, and (ii) in the case of a default referred to in clause (2) of Section 15.3(a), the earliest of (x) the date on which all such non-payment defaults are cured or waived (as evidenced by written notice to Lender from the Representative for such Designated Senior Debt), (y) 179 days after the date on which the applicable Payment Blockage Notice is received or (z) the date on which Lender receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless, in the case of clause (x), (y) or (z), the maturity of any Designated Senior Debt has been accelerated. In the event that the Designated Senior Debt is accelerated because of a default other than a payment default thereunder in accordance with the terms of such Designated Senior Debt, and such acceleration has not been rescinded, then the failure to make the payment required arising from such acceleration shall constitute a payment default.

Default on Designated Senior Debt. (a) Neither the The Company nor may not make, directly or indirectly through any of the Guarantors may make Subsidiary or other Person, any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes (except in respect of Permitted Junior Securities or and may not acquire from the trusts described under Article 8 Trustee or any Holder any Notes for cash or property until all principal and Article 11 hereof) other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default in the payment default of principal, premium, if any, interest or any other Obligation due on any Designated Senior Debt (a “Payment Default”) occurs and is continuing beyond (including, without limitation, a payment that has become due as a result of the acceleration of any applicable grace periodDesignated Senior Debt); or (ii2) any other default (a “Nonpayment Default”) occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, Company or (b) with respect to any other Designated Senior Debt, the a Representative of such holders. The Trustee shall promptly deliver a copy of any Payment Blockage Notice received by it to the Company and the Company shall promptly deliver such copy to all holders of Designated Senior Debt. Notwithstanding If the foregoing, holders of a majority in principal amount of all Designated Senior Debt outstanding at the time such Payment Blockage Notice is delivered to the Company may make payment on the Notes if shall, within 10 days of their receipt thereof, deliver to the Company and the Trustee receive written a notice approving rescinding such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new such Payment Blockage Notice may shall be deemed not to have been delivered for all purposes of this Indenture. If the Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice will be effective for purposes of this Section [10.03] unless and until at least 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default Nonpayment Default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a Payment Default, upon the date upon which such default is cured or waived, and (2) in the case of a Nonpayment Default, upon the earlier of the date on which such Nonpayment Default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated (in which event the foregoing subclause (1) shall apply), if this Article [10] otherwise permits such payment, distribution or acquisition at the time of such payment, distribution or acquisition.

Default on Designated Senior Debt. (a) Neither The Company and the Company nor any of the Subsidiary Guarantors may not make any payment (whether by redemption, purchase, retirements, defeasance or otherwise) upon or in respect of the Notes Securities and the related Guarantees (except other than securities that are subordinated at least to the same extent as the Securities to Senior Debt and any securities issued in respect of Permitted Junior Securities or exchange for Senior Debt and payments and other distributions made from any defeasance trust created pursuant to Section 8.05 hereof if the trusts described under applicable deposit does not violate Article 8 or 10 of this Indenture) until all principal and Article 11 hereof) other Obligations with respect to the Senior Debt of the Company have been paid in full if: (i) a default in the payment default of any principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodoccurs; or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits permits, or with the giving of notice or passage of time or both (unless cured or waived) would permit, holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and If the Trustee receive written notice approving receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of this Section unless and until 360 days shall have elapsed since the date of commencement of the payment blockage period resulting from the Representatives immediately prior Payment Blockage Notice. No nonpayment default in respect of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice. The Company shall resume payments on and distributions in respect of the Securities and any Subsidiary Guarantor shall resume making payments and distributions pursuant to the Guarantees upon: (1) in the case of a default referred to in Section 10.04(i) hereof the date upon which the default is cured or waived, or (2) in the case of a default referred to in Section 10.04(ii) hereof, the earliest of (1) the date on which such nonpayment default is cured or waived, (2) the date the applicable Payment Blockage Notice is retracted by written notice to the Trustee and (3) 90 days after the date on which the applicable Payment Blockage Notice is received unless such default (A) the maturity of any Designated Senior Debt has been cured accelerated or waived for (B) a period Default or Event of not less than 90 daysDefault under Section 6.01(9) or (10) has occurred and is continuing, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors may No Subsidiary Guarantor shall make any payment upon or in respect of the Notes Subsidiary Guarantees (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 and Article 11 hereof) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt of such Subsidiary Guarantor occurs and is continuing beyond any applicable period of grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt of such Subsidiary Guarantor that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under such Subsidiary Guarantor or the Credit Agreement, the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes Subsidiary Guarantees may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt of such Subsidiary Guarantor has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until (i) 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment in or distribution of any kind or character to the Trustee or any Holder with respect of to any Obligations on, or with respect to, the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property or otherwise (except in respect of other than (i) Permitted Junior Securities and (ii) payments and other distributions made from any defeasance trust created pursuant to Section 8.01 hereof so long as the deposit of amounts therein satisfied the relevant conditions specified in the Indenture at the time of such deposit) until all principal and other Obligations with respect to the Senior Debt of the Company have been paid in full in cash or from Cash Equivalents (other than (x) Cash Equivalents of the trusts described under Article 8 type referred to in clauses (3) and Article 11 hereof(4) of the definition thereof and (y) foreign currencies) if: (i) a default in the payment default on when due, whether at maturity, upon redemption, by declaration or otherwise, of any principal of, interest on, unpaid drawings for letters of credit issued in respect of, or any other Obligations with respect to, any Designated Senior Debt of the Company occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) any a default, other than a default referred to in Section 10.03(a)(i) hereof, on Designated Senior Debt of the Company occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, Holders or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 daysconsecutive days (it being acknowledged that any action after the date of delivery of such initial Payment Blockage Notice, or any breach of any financial covenants for a period commencing after the date of delivery of such initial Payment Blockage Notice, that, in either case, would give rise to a default pursuant to any provisions under which a default previously existed or was continuing shall constitute a new default for this purpose). (b) The Company may and shall resume payments on and distributions in respect of the Notes upon: (i) in the case of a default referred to in Section 10.03(a)(i) hereof, the date upon which the default is cured or waived, or (ii) in the case of a default referred to in Section 10.03(a)(ii) hereof, the earlier of (x) the date on which all nonpayment defaults are cured or waived (so long as no other Event of Default exists), (y) 179 days after the date the applicable Payment Blockage Notice is received or (z) the Trustee receives written notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any such Designated Senior Debt has been accelerated.

Default on Designated Senior Debt. (a) Neither the The Company nor any of and the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes or the Subsidiary Guarantees and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such the holders of any Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and Special Interest, if any, and interest on the number Notes that have come due (other than any payment in respect of defaults with respect to Designated Senior Debt during such period. (dwhich the Payment Blockage Notice is given) have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such Notice. (b) The Company and the Guarantors may and shall resume payments on and distributions in respect of the Notes and Subsidiary Guarantees: (1) in the case of a payment default, upon the date upon which that default has been is cured or waived, and (2) in the case of a nonpayment default, upon the earlier of the date on which that nonpayment default is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors The Issuers may not make any payment or distribution to the Trustee or any Holder upon or in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash, securities or other property (except in respect of other than Permitted Junior Securities or from Securities), until all principal and other Obligations with respect to the trusts described under Article 8 and Article 11 hereof) Senior Debt have been paid in full, if: (ia) a default in the payment, including payments due by reason of an acceleration, whether such acceleration resulted from a payment default on or nonpayment default, of any Obligation in respect of Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod of grace; or (iib) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that then permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a written notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunderholders, or (b) with respect to any other Designated Senior Debt, from the Representative of the holders, of any such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and If the Trustee receive written receives any such notice, a subsequent notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) received within 360 days thereafter shall not be effective for purposes of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) 12.04. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days; provided, however, that if a default arising from noncompliance with a financial covenant contained in Designated Senior Debt exists and continues in excess of 90 days, each 90-day period during which the default exists and continues shall be deemed to be a separate default. The Issuers may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) the date on which the default is cured or waived, or (ii) in the case of a default referred to in clause (b) of this Section 12.04, 179 days pass after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 12 otherwise permits such payment, distribution or acquisition at the time of such payment, distribution or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives and the Company receive a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date their Representatives). If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section unless and until (A) at least 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and Liquidated Damages, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, upon the date upon which such default has been is cured or waived, or (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors No Guarantor may make any payment or distribution (including, without limitation, any payment or distribution that may be payable or deliverable by reason of the payment of any other Indebtedness of such Guarantor being subordinated to the payment of the Notes) to the Trustee or any Holder of Notes in respect of Obligations or Claims with respect to the Notes and may not acquire from the Trustee or any Holder of Notes any Notes for cash or property (except in respect that Holders of Notes may receive (x) Permitted Junior Securities or and (y) payments and other distributions made from the trusts trust described under in Article 8 and Article 11 hereof) until all principal, interest and other Obligations with respect to the Senior Debt have been paid in full in cash if: (i) a default occurs in the payment default on when due of the principal of, interest on, or any other Obligation with respect to, any Designated Senior Debt Debt; (ii) a default, other than a payment default, occurs and is continuing beyond with respect to any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits the holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such any Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes Such Guarantor may and shall be resumed at the first to occur of the followingresume payments on, and distributions in respect of, its Subsidiary Guarantee and may acquire them upon: (i1) in the case of a payment defaultdefault referred to in Section 12.3(i) hereof, upon the date on which such default is cured or waived; andwaived in accordance with the terms of such Designated Senior Debt, or (ii2) in the case of a nonpayment defaultdefault referred to in Section 12.3(ii) hereof, upon the earlier of (Ax) the date on which such nonpayment default is cured or waived, waived in accordance with the terms of such Designated Senior Debt or (By) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) received by the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage NoticeTrustee, unless the maturity of any Designated Senior Debt has been accelerated. (c) No . If the Trustee receives any such Payment Blockage Notice, no new Payment Blockage Notice may shall be delivered pursuant to this Section 12.3 unless and until until: (a) 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period.Notice; and (db) all scheduled payments of principal of, premium, if any, and interest on the Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities and payments made from any defeasance trust created pursuant to Section 8.01 or from the trusts described under Article 8 and Article 11 12.01 hereof) if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section 10.03 unless and until at least 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 daysdays after the expiration of such Payment Blockage Notice. (b) The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them: (1) in the case of a payment default, upon the date upon which such default is cured or waived, and (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors The Issuer may not make any payment in respect of the Notes (except in respect of Permitted Junior Securities or and payments made from the trusts described under trust pursuant to Article 8 and Article 11 VIII hereof) if: (i1) a payment default on any Designated Senior Debt of the Issuer occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt of the Issuer that permits holders of that series of Designated Senior Debt of the Issuer to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from (a) with respect to the Representative of the holders of any such Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuingIssuer. (b) Payments on the Notes may and shall be resumed at the first to occur of the followingresumed: (i1) in the case of a payment defaultdefault on Designated Senior Debt of the Issuer, upon the date on which such default is cured or waived; and (ii2) in the case of a nonpayment defaultany default referred to in Section 10.03(a)(2) on Designated Senior Debt of the Issuer, upon the earlier of (Ax) the date on which such nonpayment default is cured or waived, or (By) 179 days after the date on which the applicable Payment Blockage Notice is received, received or (Cz) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless in each case the maturity of any such Designated Senior Debt of the Issuer has been acceleratedaccelerated (and has not been rescinded). (c) No new Payment Blockage Notice may be delivered unless and until until: (1) 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective Notice; and (2) all scheduled payments of principal, interest and premium, if any, on the number of defaults with respect to Designated Senior Debt during such periodNotes that have come due have been paid in full in cash. (d) No nonpayment default referred to in Section 10.03(a)(2) that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution in respect of the Notes (except in respect the form of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 any trust, if any, created pursuant to Section 8.04 or 12.01 hereof) and may not make any deposits with the Trustee pursuant to Articles 8 or 12 hereof if: (i1) a payment default on any Designated Senior Debt of the Company occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt of the Company that permits holders of that series of Designated Senior Debt of the Company to accelerate its maturity maturity, and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to the Company or the Representative of any Designated Senior Debt arising under of the Credit AgreementCompany. If the Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice may be delivered or will be effective for purposes of this Section 10.03 unless and until (A) at least 360 days have elapsed since the administrative agent thereunderdelivery of the immediately prior Payment Blockage Notice, or and (bB) with respect to any other Designated Senior Debtall scheduled payments of principal, interest and premium and Special Interest, if any, on the Representative of such Designated Senior DebtNotes that have come due have been paid in full in cash. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives Representative of any the Designated Senior Debt of the Company with respect to which either of the events set forth in clauses (i1) and (ii2) of this Section 13.03(a) above has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new . Not more than one Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice given in any consecutive 365-day period, irrespective of the number of defaults with respect to all Designated Senior Debt of the Company during such period. , provided that if any Payment Blockage Notice is delivered to the Trustee by or on behalf of the holders of Designated Senior Debt of the Company (d) other than the holders of Indebtedness under the Credit Agreement), a Representative of holders of Indebtedness under the Credit Agreement may give another Payment Blockage Notice within such period. However, in no event may the total number of days during which any payment blockage period or periods on the Notes is in effect exceed 179 days in the aggregate during any consecutive 365-day period, and there must be at least 186 days during any consecutive 365-day period during which no payment blockage period is in effect. The failure to make any payment on the Notes by reason of this Article 10 will not be construed as preventing the occurrence of an Event of Default with respect to the Notes by reason of the failure to make a required payment. Upon termination of any period of payment blockage, the Company will be required to resume making any and all required payments under the Notes, including any missed payments. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default on Designated Senior Debt, upon the date on which such default has been is cured or waived; and (2) in the case of a nonpayment default on Designated Senior Debt, upon the earlier of the date on which such nonpayment default is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt of the Company has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representative of the Designated Senior Debt of the Company with respect to which either of the events set forth in clauses (1) and (2) of this paragraph has occurred and is continuing.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from either of the trusts described under in Article 8 and or Article 11 12 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from the Representative of the holders of any Designated Senior Debt. If the Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice will be effective for purposes of this Section 10.03 unless and until (aA) with respect at least 360 days have elapsed since the effectiveness of the immediately prior Payment Blockage Notice and (B) all scheduled payments of principal, premium and Special Interest, if any, and interest on the Notes that have come due have been paid in full in cash; provided, however, that if any Payment Blockage Notice is delivered to the Trustee by or on behalf of the holders of Designated Senior Debt arising (other than the holders of Indebtedness under the Credit Agreement), a holder of Indebtedness under the administrative agent thereunderCredit Agreement may give another Payment Blockage Notice within such period, or (b) with respect to provided, further, however, that in no event may the total number of days during which any other Designated Senior DebtPayment Blockage Notice is in effect exceed 179 days in the aggregate during any consecutive 365-day period, the Representative of such Designated Senior Debtand there must be at least 186 days during any consecutive 365-day period during which no Payment Blockage Notice is in effect. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i1) and (ii2) of this Section 13.03(a10.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) . No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 180 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default on Designated Senior Debt, upon the date upon which such default is cured or waived, or (2) in the case of a nonpayment default on Designated Senior Debt, upon the earliest of (a) the date on which such nonpayment default is cured or waived, (b) 179 days after the date on which the applicable Payment Blockage Notice is received or (c) the date on which the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice unless, in the case of clauses (b) and (c), the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors No Subsidiary Guarantor may make any payment in respect of the Notes its Subsidiary Guarantee or any distribution of assets or proceeds (except in respect of Permitted Junior Securities or from the trusts described under trust pursuant to Article 8 and Article 11 Thirteen hereof) if: (i1) a payment default on any Designated Senior Debt of such Subsidiary Guarantor occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt of such Subsidiary Guarantor that permits holders of that series of Designated Senior Debt of such Subsidiary Guarantor to accelerate its maturity and the Trustee receives a notice (a "Subsidiary Payment Blockage Notice") of such default (a “Payment Blockage Notice”) from (a) the Company, such Subsidiary Guarantor or any agent or representative with respect to such Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debta "Subsidiary nonpayment default"). Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes such Subsidiary Guarantee may and shall be resumed at the first to occur of the followingresumed: (i1) in the case of a payment defaultdefault on Designated Senior Debt of such Subsidiary Guarantor, upon the date on which such default is cured or waived; and (ii2) in the case of a Subsidiary nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Subsidiary Payment Blockage Notice is received, or (C) received by the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage NoticeTrustee, unless the maturity of any such Designated Senior Debt of such Subsidiary Guarantor has been accelerated. (c) . No new Subsidiary Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Subsidiary Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No Subsidiary nonpayment default that existed or was continuing on the date of delivery of any Subsidiary Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Subsidiary Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities and payments made from any trust created pursuant to Section 8.01 or from the trusts described under Article 8 and Article 11 Section 12.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from the Company or (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, for the lenders thereunder or (b) with respect to any other Designated Senior Debt, a representative of the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section 10.03 unless and until (A) at least 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, interest and premium and Additional Interest, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash or Cash Equivalents. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default on Designated Senior Debt, upon the date upon which such default is cured or waived, or (2) in the case of a nonpayment default, upon the earlier of (x) the date on which such nonpayment default is cured or waived, (y) 179 days after the date on which the applicable Payment Blockage Notice is received or (z) the date the Trustee receives notice from the representative for the Designated Senior Debt rescinding such Payment Blockage Notice, unless the maturity of any such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors also may not make any payment (whether by redemption, purchase, retirement, defeasance or otherwise) upon or in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under in Article 8 and Article 11 hereof) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or ("payment default") or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits permits, or with the giving of notice or passage of time or both (unless cured or waived) will permit, holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity ("non-payment default") and (solely with respect to this clause (ii) ) the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment Cash payments on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. accelerated or a default of the type described in paragraphs (cg) or (h) of Section 6.1 hereof has occurred and is continuing. No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until 360 days have elapsed since the delivery date of commencement of the payment blockage period resulting from the immediately prior Payment Blockage Notice irrespective Notice. No nonpayment default in respect of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not no less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of and the Guarantors also may not make any payment upon or in respect of the Notes or the Subsidiary Guarantees (except in respect of Permitted Junior Securities or from the trusts described under trust created pursuant to Article 8 and Article 11 hereof) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Senior Debt occurs and is continuing beyond any applicable grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that currently, or with the passage of time or giving of notice, permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and and, in the case of any such default described in this clause (ii), the Trustee receives a notice of such default of the type referred to in this clause (ii) (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived in writing by the holders of the applicable Senior Debt and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived in writing by the holders of Designated Senior Debt or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) received by the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage NoticeTrustee, unless the maturity of any Designated Senior Debt has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced under clause (ii) above unless and until (i) 360 days have elapsed since the delivery initial effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal of, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or and was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been waived in writing or cured or waived for a period of not less than 90 days. In the event that the Company or any Guarantor makes any payment to the Trustee or any Holder of any Note prohibited by the foregoing, such payment will be required to be held in trust for and paid over to the holders of Senior Debt (or the representative thereof). The Trustee and the Holders of the Notes will not challenge or contest the enforceability or validity of the Senior Credit Facility or any obligation, Lien or encumbrance thereunder.

Default on Designated Senior Debt. (a) Neither The Company and the Company nor any of the Subsidiary Guarantors may not make any payment (whether by redemption, purchase, retirements, defeasance or otherwise) upon or in respect of the Notes and the related Guarantees (except other than securities that are subordinated at least to the same extent as the Notes to Senior Debt and any securities issued in respect of Permitted Junior Securities or exchange for Senior Debt and payments and other distributions made from any defeasance trust created pursuant to Section 8.1 hereof if the trusts described under applicable deposit does not violate Article 8 or 10 of this Indenture) until all principal and Article 11 hereof) other Obligations with respect to the Senior Debt of the Company have been paid in full if: (i) a default in the payment default of any principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodoccurs; or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits permits, or with the giving of notice or passage of time or both (unless cured or waived) would permit, holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and If the Trustee receive written notice approving receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of this Section unless and until 360 days shall have elapsed since the date of commencement of the payment blockage period resulting from the Representatives immediately prior Payment Blockage Notice. No nonpayment default in respect of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice. The Company shall resume payments on and distributions in respect of the Notes and any Subsidiary Guarantor shall resume making payments and distributions pursuant to the Guarantees upon: (1) in the case of a default referred to in Section 10.4(i) hereof the date upon which the default is cured or waived, or (2) in the case of a default referred to in Section 10.4(ii) hereof, the earliest of (1) the date on which such nonpayment default is cured or waived, (2) the date the applicable Payment Blockage Notice is retracted by written notice to the Trustee and (3) 90 days after the date on which the applicable Payment Blockage Notice is received unless such default (A) the maturity of any Designated Senior Debt has been cured accelerated or waived for (B) a period Default or Event of not less than 90 daysDefault under Section 6.1(9) or (10) has occurred and is continuing, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors Guarantor may make any payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 and Article 11 hereof) if: (i1) a payment default Default on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such other default (a “"Payment Blockage Notice”") from the Company or (ai) with respect to Designated Senior Debt arising under the Credit Agreement, from the administrative agent for the lenders thereunder, or (bii) with respect to any other Designated Senior Debt, from the Representative holders of any such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes or the guarantees may and shall be resumed at the first to occur of the followingresumed: (i1) in the case of a payment defaultDefault on Designated Senior Debt, upon the earlier of the date on which such default is cured or waivedwaived or such Designated Senior Debt has been discharged and paid in full; and (ii2) in the case of a nonpayment defaultDefault on Designated Senior Debt, upon the earlier of (Ai) the date on which such nonpayment default Default is cured or waived, or (Bii) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated, (iii) the date on which such Payment Blockage Period shall have been terminated by written notice to the Trustee by the party initiating such Payment Blockage Period or (iv) the date on which such Designated Senior Debt has been discharged or paid in full. (c) No new Payment Blockage Notice may shall be delivered unless and until (i) 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, interest and premium on the number of defaults with respect to Notes that have come due have been paid in full in cash. No nonpayment default on Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. Following the expiration of any period during which the Company or the Guarantors are prohibited from making payments on the Notes pursuant to a Payment Blockage Notice, the Company or the Guarantors shall be obligated to resume making any and all required payments in respect of the Notes, including any missed payments, unless a payment default on Designated Senior Debt exists or the maturity of any Designated Senior Debt has been accelerated, and such acceleration remains in full force and effect. (d) The Company shall give prompt written notice to the Trustee of any default in the payment of any Senior Debt or any acceleration under any Senior Debt or under any agreement pursuant to which Senior Debt may have been issued. Failure to give such notice shall not affect the subordination of the Notes to the Senior Debt or the application of the other provisions provided in this Article 12. (e) So long as any Indebtedness is outstanding under the Credit Agreement, only the agent under such Credit Agreement shall be permitted to deliver a Payment Blockage Notice or to otherwise act as the Representative of the holders of Designated Senior Debt.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from either of the trusts described under in Article 8 and or Article 11 12 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt. If the Trustee receives any such Payment Blockage Notice, no subsequent Payment Blockage Notice will be effective for purposes of this Section 10.03 unless and until (A) at least 360 days have elapsed since the Representative effectiveness of such Designated Senior Debtthe immediately prior Payment Blockage Notice and (B) all scheduled payments of principal, premium and Special Interest, if any, and interest on the Notes that have come due have been paid in full in cash. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i1) and (ii2) of this Section 13.03(a10.03(a) has occurred and is continuing. Not more than one Payment Blockage Notice may be given in any consecutive 360-day period. In no event may the total number of days during which any payment blockage period or periods on the Notes is in effect exceed 179 days in the aggregate during any consecutive 365-day period, and there must be at least 186 days during any consecutive 365-day period during which no payment blockage period is in effect. (b) Payments The Company may and will resume payments on and distributions in respect of the Notes and may and shall be resumed at acquire them upon the first to occur of the followingearlier of: (i1) in the case of a payment defaultdefault on Designated Senior Debt, upon the date on upon which such default is cured or waived; and, or (ii2) in the case of a nonpayment defaultdefault on Designated Senior Debt, upon the earlier earliest of (Aa) the date on which such nonpayment default is cured or waived, or (Bb) 179 days after the date on which the applicable Payment Blockage Notice is received, received or (Cc) the date on which the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage NoticeNotice unless, unless in the case of clauses (b) and (c), the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of the Notes (except in respect of Permitted Junior Securities or and may not acquire from the trusts described under Article 8 Trustee or any Holder any Securities for cash or property (other than (1) securities that are subordinated to at least the same extent as the Securities to (A) Senior Debt and Article 11 (B) any securities issued in exchange for Senior Debt and (2) payments and other distributions made from any defeasance trust created pursuant to Section 8.05 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any a default, other than a default specified in Section 10.04(a) (1), on Designated Senior Debt occurs and is continuing on any series of with respect to Designated Senior Debt that then permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (I) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (II) all scheduled payments of principal and premium, if any, and interest on the number Securities that have come due (other than by reason of defaults with respect to Designated Senior Debt during such period. acceleration) have been paid in full in cash. No default described in this paragraph (d2) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. (b) The Company may and shall resume payments on and distributions in respect of the Securities and may acquire them: (i) in the case of a default described in Section 10.04(a)(1), upon the date on which the default is cured or waived, and (ii) in the case of a default referred to in Section 10.04(a)(2) hereof, the earlier of the date on which such default has been is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Designated Senior Debt, or any Obligation owing from time to time under or in respect of Designated Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (bdefault) with respect to any other Designated Senior DebtDebt shall have occurred and be continuing and shall have resulted in such Designated Senior Debt becoming or being declared due and payable prior to the date on which it would otherwise have become due and payable; or (b) if any event of default other than as described in clause (a) above with respect to any Designated Senior Debt shall have occurred and be continuing permitting the holders of such Designated Senior Debt (or their Representative or Representatives) to declare such Designated Senior Debt due and payable prior to the date on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of the Company on account of the Notes (other than payments in the form of Reorganization Securities): (1) in case of any payment or nonpayment default specified in (a), unless and until such default shall have been cured or waived in writing in accordance with the instruments governing such Designated Senior Debt or such acceleration shall have been rescinded or annulled; or (2) in case of any nonpayment event of default specified in (b), during the period (a "Payment Blockage Period") commencing on the date the Company or the Trustee receives written notice (a "Payment Blockage Notice") of such event of default (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such a payment default or nonpayment event of default) from the Credit Agent (or other holders of Designated Senior Debt or their Representative or Representatives) and ending on the earliest of: (A) 179 days after such date; (B) the date, if any, on which such Designated Senior Debt to which such default relates is paid in full in cash or Cash Equivalents or such default is cured or waived in writing in accordance with the instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage Notice, Period; unless the maturity of any Designated Senior Debt has been accelerated. (cb) No new During any consecutive 360-day period, the aggregate of all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt for which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Senior Debt, or any Obligation owing from time to time under or in respect of Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (adefault) with respect to Designated any Senior Debt arising under shall have occurred and be continuing and shall have resulted in such Senior Debt becoming or being declared due and payable prior to the Credit Agreement, the administrative agent thereunderdate on which it would otherwise have become due and payable, or (b) if any event of default other than as described in clause (a) above with respect to any other Designated Senior Debt, Debt shall have occurred and be continuing permitting the Representative holders of such Designated Senior Debt. Notwithstanding Debt (or their Representative or Representatives) to declare such Designated Senior Debt due and payable prior to the foregoingdate on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of Foamex or FCC on account of the Company may make Notes (other than payments in the form of Reorganization Securities) (x) in case of any payment or nonpayment default specified in (a), unless and until such default shall have been cured or waived in writing in accordance with the instruments governing such Senior Debt or such acceleration shall have been rescinded or annulled, or (y) in case of any nonpayment event of default specified in (b), during the period (a "Payment Blockage Period") commencing on the Notes if date the Company and Issuers or the Trustee receive written notice approving (a "Payment Notice") of such event of default (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such a payment default or nonpayment event of default) from the Representatives Credit Agent (or other holders of any Designated Senior Debt with respect or their Representative or Representatives) and ending on the earliest of (A) 179 days after such date, (B) the date, if any, on which such Designated Senior Debt to which either of the events set forth such default relates is paid in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which full or such default is cured or waived; and waived in writing in accordance with the instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage NoticePeriod. During any consecutive 360-day period, unless the maturity aggregate of any Designated Senior Debt has been accelerated. (c) No new all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt to which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors may The Issuer shall not make any payment or distribution of any kind or character in respect of the Notes or set aside funds or make any deposit with the Trustee for such purpose (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereofSecurities) if: (i) a default (a “payment default default”) in the payment of principal, premium, regularly accruing fees or interest on any Designated Senior Debt of the Issuer occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) any other default (a “nonpayment default”) occurs and is continuing on any series of Designated Senior Debt of the Issuer that permits holders of that series of Designated Senior Debt of the Issuer to accelerate its maturity and the Trustee receives (with a copy to the Issuer) a written notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under a Representative of the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the followingresumed: (i) in the case of a payment defaultdefault on Designated Senior Debt of the Issuer, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment defaultdefault on Designated Senior Debt of the Issuer, upon the earlier earliest of (Ax) the date on which such nonpayment default is cured or waivedwaived (so long as no other Event of Default or payment default exists), or (By) 179 days after the date on which the applicable Payment Blockage Notice is received, or received and (Cz) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless unless, in each case, the maturity of any such Designated Senior Debt of the Issuer has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until until: (i) 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective Notice; and (ii) all scheduled payments of principal, interest and premium on the number of defaults with respect to Designated Senior Debt during such periodNotes that have come due have been paid in full in Cash Equivalents. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 daysconsecutive days (it being acknowledged that any subsequent action or any breach of any financial covenants during the period after the date of delivery of such initial Payment Blockage Notice that, in either case, would give rise to a non-payment default pursuant to any provisions under which a non-payment default previously existed or was continuing shall constitute a new non-payment default for this purpose). (e) If the Trustee or any Holder receives a payment in respect of the Notes (except in Permitted Junior Securities) when (i) the payment is prohibited by this Article 12 and (ii) in the case of a payment received by the Trustee, the Trustee has actual knowledge that the payment is prohibited (provided that such actual knowledge shall not be required in the case of any payment default on Designated Senior Debt), then the Trustee or the Holder, as the case may be, shall hold the payment in trust for the benefit of the holders of Senior Debt of the Issuer. Upon the written request from the applicable Representative of such Senior Debt of the Issuer or if there is any payment default on any Designated Senior Debt, the Trustee or the Holder, as the case may be, shall deliver the amounts in trust to the Representatives of the Senior Debt of the Issuer pursuant to Section 12.11.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors No Subsidiary Guarantor may make any payment upon or in respect of the Notes such Subsidiary Guarantee (except in respect that Holders of Notes may receive Permitted Junior Securities or and payments made from the trusts described under defeasance trust created pursuant to Article 8 and Article 11 hereof) if: (ia) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod of grace, if any; or (iib) any other default occurs and is continuing on with respect to any series of Designated Senior Debt that permits holders of that series of such Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a written notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit AgreementCompany, a Subsidiary Guarantor or the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) or their representative). Payments on the Notes Subsidiary Guarantees may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. Section 12.04 Acceleration of Securities. [Intentionally omitted.]

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to any Holder in respect of Obligations with respect to the Notes and may not acquire from any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or from Securities) until all principal and other Obligations with respect to the trusts described under Article 8 and Article 11 hereof) Senior Debt have been paid in full if: (i) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives Holders receive a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, If the Company may make payment on the Notes if the Company and the Trustee receive written notice approving receives any such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section 8.3 unless and until (A) at least 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal of, premium on, if any, and interest and Special Interest, if any, on, the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will Company may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company receives written notice approving such payment from the Representative of each series of any Designated Senior Debt then outstanding with respect to which either of the events set forth in clauses (i) and (ii) of this clause (a) has occurred and is continuing. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) in the case of a payment default, upon the date upon which such default is cured or waived, and (ii) in the case of any other default, upon the earliest of (A) the date on which such nonpayment default is cured or waived, (B) 179 days after the date on which the applicable Payment Blockage Notice is received, and (C) the date the Company receives notice from the Representative of each series of Designated Senior Debt then outstanding rescinding such Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors The Issuers may not make any payment Subordinated Note Payments (other than Permitted Junior Securities) in respect of the Senior Subordinated Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) the Representative with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and all scheduled payments of principal, interest and premium and Additional Interest, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Subordinated Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days. (b) Subordinated Note Payments may and will be resumed by the Issuers: (1) in the case of a payment default, upon the date on which such default is cured or waived; and (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived (so long as no other event of default exists) or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated. (c) In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee or any Holder when such payment is prohibited by Section 10.03(a), such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of Senior Debt (proportionately to such holders on the basis of the respective amount of Senior Debt held by such holders) or their respective representatives, as their respective interests may appear. The Trustee shall be entitled to rely on information regarding amounts then due and owing on the Senior Debt, if any, received from the holders of Senior Debt (or their representatives) or, if such information is not received from such holders or their representatives, from the Issuers and only amounts included in the information provided to the Trustee shall be paid to the holders of Senior Debt.

Default on Designated Senior Debt. (a) Neither In the Company nor event of and during the continuation of any default in the payment of the Guarantors may make principal of, interest or premium, if any, on any payment Senior Debt, or any Obligation owing from time to time under or in respect of Senior Debt, or in the Notes event that any event of default (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) if: (i) other than a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (adefault) with respect to Designated any Senior Debt arising under shall have occurred and be continuing and shall have resulted in such Senior Debt becoming or being declared due and payable prior to the Credit Agreement, the administrative agent thereunderdate on which it would otherwise have become due and payable, or (b) if any event of default other than as described in clause (a) above with respect to any other Designated Senior Debt, Debt shall have occurred and be continuing permitting the Representative holders of such Designated Senior Debt. Notwithstanding Debt (or their Representative or Representatives) to declare such Designated Senior Debt due and payable prior to the foregoingdate on which it would otherwise have become due and payable, then no payment shall be made by or on behalf of Foamex or FCC on account of the Company may make Notes (other than payments in the form of Reorganization Securities) (x) in case of any payment or nonpayment default specified in (a), unless and until such default shall have been cured or waived in writing in accordance with the instruments governing such Senior Debt or such acceleration shall have been rescinded or annulled, or (y) in case of any nonpayment event of default specified in (b), during the period (a "Payment Blockage Period") commencing on the Notes if date the Company and Issuers or the Trustee receive written notice approving (a 77 "Payment Notice") of such event of default (which notice shall be binding on the Trustee and the Holders of Notes as to the occurrence of such a payment default or nonpayment event of default) from the Representatives Credit Agent (or other holders of any Designated Senior Debt with respect or their Representative or Representatives) and ending on the earliest of (A) 179 days after such date, (B) the date, if any, on which such Designated Senior Debt to which either of the events set forth such default relates is paid in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which full or such default is cured or waived; and waived in writing in accordance with the instruments governing such Designated Senior Debt by the holders of such Designated Senior Debt and (ii) in the case of a nonpayment default, upon the earlier of (AC) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives written notice from the Representative for such Credit Agent (or other holders of Designated Senior Debt rescinding or their Representative or Representatives), as the case may be, terminating the Payment Blockage NoticePeriod. During any consecutive 360-day period, unless the maturity aggregate of any Designated Senior Debt has been accelerated. (c) No new all Payment Blockage Notice may Periods shall not exceed 179 days and there shall be delivered unless and until 360 a period of at least 181 consecutive days have elapsed since the delivery of the immediately prior in each consecutive 360-day period when no Payment Blockage Notice irrespective Period is in effect. No event of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that which existed or was continuing with respect to the Senior Debt to which notice commencing a Payment Blockage Period was given on the date of delivery of any such Payment Blockage Notice to the Trustee will be, Period commenced shall be or will be made, made the basis for a the commencement of any subsequent Payment Blockage Notice Period unless such event of default has been is cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the Company nor any of The Borrower and the Guarantors may not make any payment or distribution to the Administrative Agent or any Lender in respect of Obligations with respect to the Notes Loans and may not acquire from the Administrative Agent or any Lender any Loans for cash or property (except in respect of other than Permitted Junior Securities or from Securities) until all principal and other Obligations with respect to the trusts described under Article 8 and Article 11 hereof) Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee Administrative Agent receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under Section 10.12 hereof. If the Credit Agreement, the administrative agent thereunder, or (b) with respect to Administrative Agent receives any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section 10.4 unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Loans that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will Administrative Agent shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such Notice. The Borrower and the Guarantors may and shall resume payments on and distributions in respect of the Loans and may acquire them upon the earlier of: (1) the date upon which the default has been is cured or waived for waived, or (2) in the case of a period default referred to in Section 10.4(ii) hereof, 179 days pass after notice is received if the maturity of such Designated Senior Debt has not less than 90 days.been accelerated,

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) if:): (i) a default in the payment default on of any principal of, premium if any, or interest or Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.12 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium and Special Interest, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days.. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, the date upon which the default is cured or waived, or

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the a Representative of such any Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. (b) The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) the date upon which the default is cured or waived in accordance with the instruments governing such Designated Senior Debt, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, 179 days pass after notice is received if the maturity of such Designated Senior Debt has not been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors Guarantor may make any payment in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 and Article 11 hereof) if: (i1) a payment default Default on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such other default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from the Company or (ai) with respect to Designated Senior Debt arising under the Credit Agreement, from the administrative agent for the lenders thereunder, or (bii) with respect to any other Designated Senior Debt, from the Representative holders of any such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes or the guarantees may and shall be resumed at the first to occur of the followingresumed: (i1) in the case of a payment defaultDefault on Designated Senior Debt, upon the earlier of (i) the date on which such default is cured or waivedwaived or (ii) the date on which such Designated Senior Debt has been discharged and paid in full; and (ii2) in the case of a nonpayment defaultDefault on Designated Senior Debt, upon the earlier earliest of (Ai) the date on which such nonpayment default Default is cured or waived, or (Bii) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated, (iii) the date on which such payment blockage period shall have been terminated by written notice to the Trustee by the party initiating such payment blockage period or (iv) the date on which such Designated Senior Debt has been discharged or paid in full in cash. (c) No new Payment Blockage Notice may shall be delivered unless and until (i) 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, interest and premium on the number of defaults with respect to Notes that have come due have been paid in full in cash. No nonpayment default on Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will can be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days. Following the expiration of any period during which the Company or the Guarantors are prohibited from making payments on the Notes pursuant to a Payment Blockage Notice, the Company or the Guarantors shall be obligated to resume making any and all required payments in respect of the Notes, including any missed payments, unless a payment default on Designated Senior Debt exists or the maturity of any Designated Senior Debt has been accelerated, and such acceleration remains in full force and effect. (d) The Company shall give prompt written notice to the Trustee of any default in the payment of any Senior Debt or any acceleration under any Senior Debt or under any agreement pursuant to which Senior Debt may have been issued. Failure to give such notice shall not affect the subordination of the Notes to the Senior Debt or the application of the other provisions provided in this Article 12. (e) So long as any Indebtedness is outstanding under the Credit Agreement, only the agent under such Credit Agreement shall be permitted to deliver a Payment Blockage Notice or to otherwise act as the Representative of the holders of Designated Senior Debt.

Default on Designated Senior Debt. (a) Neither The Issuer shall not pay the Company nor any principal of or interest on the Guarantors may Notes or make any payment in respect of the deposit pursuant to Article 9 and shall not repurchase, redeem or otherwise retire any Notes (except in respect of Permitted Junior Securities collectively, “pay the Notes”) if at the time any Designated Senior Debt has not been paid when due, whether at maturity, upon redemption or from mandatory repurchase, acceleration, or otherwise, and the trusts described under Article 8 and Article 11 hereof) if:default has not been cured or waived. (ib) a payment default on any Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) During the continuance of any other default occurs and is continuing on with respect to any series of Designated Senior Debt pursuant to which the maturity thereof may be accelerated immediately without further notice (except any notice that permits holders may be required to effect acceleration) or upon the expiration of that series of Designated Senior Debt to accelerate its maturity and a grace period, the Trustee receives Issuer may not pay the Notes for a notice of such default period (a “Payment Blockage NoticePeriod”) (1) from (a) with respect to Designated Senior Debt arising under commencing upon the Credit Agreement, receipt by the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company Issuer and the Trustee receive of written notice approving such payment of default from the Representatives holders of any Designated Senior Debt with respect specifying an election to which either of effect a Payment Blockage Period (a “Blockage Notice”) and (2) ending 179 days thereafter (or earlier if the events set forth in clauses Payment Blockage Period is terminated (i) by written notice to the Trustee and the Issuer from the Person that gave the Blockage Notice, (ii) by repayment in full of this Section 13.03(asuch Senior Debt or (iii) has occurred and because the default giving rise to the Blockage Notice is no longer continuing. (b) Payments ). Subject to the preceding paragraph, unless the holders of such Senior Debt have accelerated the maturity of such Senior Debt, the Issuer may resume payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been acceleratedPeriod. (c) No new Payment Not more than one Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice given in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) . No nonpayment default that which existed or was continuing on the date of delivery the commencement of any Payment Blockage Notice Period with respect to the Trustee will be, or will Senior Debt whose holders initiated the Payment Blockage Period may be made, made the basis for of the commencement of a subsequent Payment Blockage Notice Period by the holders of such Senior Debt, whether or not within a period of 360 consecutive days, unless such the default has been cured or waived for a period of not less than 90 consecutive days.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors Guarantor may make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other default than a payment default, on Designated Senior Debt occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect a Person who may give it pursuant to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior DebtSection 10.11 hereof. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days. (b) The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) the date upon which the default is cured or waived, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, the earlier of: (A) 179 days pass after the Applicable Payment Blockage Notice is received, or (B) the date on which the trustee receives notice from or on behalf of the holders of Designated Senior Debt to terminate the applicable Payment Blockage Notice, unless in either case, the maturity of such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.7 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company of the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section 10.3 unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium and liquidated damages, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has have been cured or waived for a period of not less than 90 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) in the case of a payment default, upon the date upon which such default is cured or waived, or (ii) in the case of a nonpayment default, upon the earlier of (a) the date on which such nonpayment default is cured or waived or (b) 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, or (c) the date on which the Trustee receives notice from the Holder of such Designated Senior Debt rescinding such Payment Blockage Notice, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the Company nor any of the Guarantors The Issuer may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.1 hereof) if: (i) a default in the payment default on of any principal of, premium, if any, or interest with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other than a payment default defined in Section 10.4(i), on Designated Senior Debt occurs and is continuing on any series that then permits holders of the Designated Senior Debt that permits holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Issuer or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery commencement of the effectiveness of the immediately prior Payment Blockage Notice irrespective and all scheduled payments of principal, interest and premium and Liquidated Damages, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than at least 90 days. The Issuer may and shall resume payments on and distributions in respect of the Notes and may acquire them, if this Article X otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition, upon the earlier of: (1) in the case of a default referred to in Section 10.4(i) hereof, the date upon which such default is cured or waived or has ceased to exist or such Designated Senior Debt has been discharged or repaid in full in cash, or (2) in the case of a default referred to in Section 10.4(ii) hereof, the earlier of (i) the date on which such default is cured or waived or has ceased to exist or such Designated Senior Debt has been discharged or repaid in full in cash or (ii) 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Indebtedness or other Obligation evidenced by the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than Permitted Junior Securities or and payments made from the trusts described under any defeasance trust created pursuant to Article 8 and hereof or any trust fund pursuant to Article 11 12 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i1) a payment default on any Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii2) any other default occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may will be delivered effective for purposes of this Section 10.03 unless and until (A) at least 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will may be, or will may be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 120 days. (b) The Company may and will resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a payment default, upon the date upon which such default is cured or waived in writing by the representatives of the holders of Designated Senior Debt, or (2) in the case of a nonpayment default, upon the earlier of the date on which such nonpayment default is cured or waived in writing by the representatives of the holders of Designated Senior Debt or 179 days after the date on which the applicable Payment Blockage Notice is received by the Trustee, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment upon or in respect of the Notes Securities (except in respect securities that (i) are subordinated to at least the same extent as the Securities to Senior Debt and any securities issued in exchange for Senior Debt, (ii) are unsecured (except to the extent the Securities are secured), (iii) are not Guaranteed by any Subsidiary of Permitted Junior the Company (except to the extent the Securities are so Guaranteed), and (iv) have a Weighted Average Life to Maturity and final maturity that are not shorter than the Weighted Average Life to Maturity of the Securities or any securities issued to Holders of Senior Debt under the Existing Credit Facility pursuant to a plan or reorganization or readjustment or from the trusts trust described under Article 8 and Article 11 in Section 8.04 hereof) if:; (i) a default in the payment default of the principal of, premium, if any or interest on any Designated Senior Debt occurs and is continuing beyond any applicable period of grace periodin the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising "), for so long as any Obligations are outstanding under the Existing Credit AgreementFacility, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, from the Representative thereunder and, thereafter, from the holders or Representative of such any Designated Senior Debt. Notwithstanding the foregoing, the Company No new period of payment blockage may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 commenced within 360 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date receipt by the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the of any prior Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) . No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless Notice. The Company may and shall resume payments on the Securities: (1) in the case of a payment default, upon the date on which such default has been is cured or waived, and (2) in the case of a nonpayment default referred to in Section 10.04(ii) hereof, the earlier of the date on which such nonpayment default is cured or waived for a period or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of not less than 90 daysany Designated Senior Debt has been accelerated.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents, if: (i) a default in the payment default on of any principal, of premium, if any, or interest with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other than a payment default defined in (i), on Designated Senior Debt occurs and is continuing on any series that then permits holders of the Designated Senior Debt that permits holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, Company or (b) with respect to any other Designated Senior Debt, the Representative of such the holders of any Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than at least 90 consecutive days. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a default referred to in Section 10.04(i) hereof, the date upon which such default is cured or waived, or (2) in the case of a default referred to in Section 10.04(ii) hereof, the earlier of the date on which such default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment (including without limitation, by redemption or repurchase) or distribution to the Trustee or any Holder in respect of Obligations with respect to the Senior Subordinated Notes (except in respect of other than (A) Permitted Junior Securities and (B) payments and other distributions made from any defeasance trust created pursuant to Section 5.01 of the Indenture) or from make any deposit pursuant to Section 5.04 of the trusts described under Article 8 Indenture until all principal and Article 11 hereofother Obligations with respect to the Senior Debt have been paid in full in cash or Cash Equivalents, or in any other manner as shall be approved by the holders of such Senior Debt (such approval not to be unreasonably withheld) if: : (i) a default in the payment default on of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace period; or or (ii) any other default default, other than a payment default, occurs and is continuing on any series of Designated Senior Debt that permits holders of that series of Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “Payment Blockage Notice”) from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, Debt and the Representative maturity of such Designated Senior Debt. Notwithstanding Debt is accelerated in accordance with its terms, unless in either case, (x) the foregoingdefault has been cured or waived and any such acceleration has been rescinded in writing, or (y) such Designated Senior Debt has been paid in full in cash or Cash Equivalents, or in any other manner as shall be approved by the holders of such Designated Senior Debt (such approval not to be unreasonably withheld); provided, however, that the Company may make payment payments on (including without limitation, by redemption or repurchase) or distributions in respect of the Senior Subordinated Notes and may make deposits pursuant to Section 5.04 of the Indenture, without regard to the foregoing, if the Company and the Trustee receive written notice approving such payment from the Representatives Representative of any the holders of the Designated Senior Debt with respect to which either of the events set forth in clauses clause (i) and or (ii) of this Section 13.03(a) sentence has occurred and is continuing. (b) Payments on During the Notes may and shall be resumed at the first to occur continuance of the following: any default (other than a default described in clause (i) of Section 7.3(a) or a default resulting in the case of a payment default, upon the date on which such default is cured or waived; and acceleration described in clause (ii) of Section 7.3(a)) with respect to any Designated Senior Debt pursuant to which the maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the expiration of any applicable grace periods, the Company may not make any payment (including, without limitation, by redemption or repurchase) or distribution to the Trustee or any Holder in respect of Obligations with respect to the case of a nonpayment default, upon the earlier of Senior Subordinated Notes (other than (A) Permitted Junior Securities and (B) payments and other distributions made from any defeasance trust created pursuant to Section 5.01 of the date on which Indenture) or make any deposit pursuant to Section 5.04 of the Indenture for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee (with a copy to the Company) of written notice (a "Payment Blockage Notice" ) of such nonpayment default is from the Representative(s) of the holders of such Designated Senior Debt specifying an election to effect a Payment Blockage Period and ending 179 days thereafter (or earlier upon (i) such Payment Blockage Period being terminated by written notice to the Trustee and the Company from the Person or Persons who gave such Blockage Notice, (ii) the default giving rise to such Blockage Notice being cured or waived, or (Biii) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding being repaid in full in cash or Cash Equivalents, or in any other manner as shall be approved by the holders of such Designated Senior Debt (such approval not to be unreasonably withheld); provided, however, that the Company may make payments on (including without limitation, by redemption or repurchase) or distributions in respect of the Senior Subordinated Notes and may make deposits pursuant to Section 5.04 of the Indenture, without regard to the foregoing, if the Company and the Trustee receive written notice approving such payment from the Representative of the holders of the Designated Senior Debt with respect to which either of the events set forth in clause (i) or (ii) of this sentence has occurred and is continuing. Unless the holders of such Designated Senior Debt or the Representative(s) of such holders shall have accelerated the maturity of such Designated Senior Debt, the Company may resume payments on (including without limitation, by redemption or repurchase) and distributions in respect of Obligations with respect to the Senior Subordinated Notes after the end of such Payment Blockage Period. If the Trustee receives any such Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (A) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Subordinated Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice Notice, unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment in or distribution of any kind or character to the Trustee or any Holder with respect of to any Obligations on, or with respect to, the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property or otherwise (except in respect of other than (i) Permitted Junior Securities and (ii) payments and other distributions made from any defeasance trust created pursuant to Section 8.01 hereof so long as the deposit of amounts therein satisfied the relevant conditions specified in the Indenture at the time of such deposit) until all principal and other Obligations with respect to the Senior Debt of the Company have been paid in full in cash or from Cash Equivalents (other than Cash Equivalents of the trusts described under Article 8 type referred to in clauses (3) and Article 11 hereof(4) of the definition thereof) if: (i) a default in the payment default on when due, whether at maturity, upon redemption, by declaration or otherwise, of any principal of, interest on, unpaid drawings for letters of credit issued in respect of, or any other Obligations with respect to, any Designated Senior Debt of the Company occurs and is continuing beyond any applicable grace periodcontinuing; or (ii) any a default, other than a default referred to in Section 10.03(i) hereof, on Designated Senior Debt of the Company occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, Holders or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and If the Trustee receive written notice approving receives any such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) Payment Blockage Notice, no subsequent Payment Blockage Notice shall be effective for purposes of this Section 13.03(a) has occurred unless and is continuinguntil at least 360 days shall have elapsed since the effectiveness of the immediately prior Payment Blockage Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee shall be, or be made, the basis for a subsequent Payment Blockage Notice unless such default shall have been cured or waived for a period of not less than 90 consecutive days. (b) Payments on the Notes The Company may and shall be resumed at the first to occur resume payments on and distributions in respect of the followingNotes upon: (i) in the case of a payment defaultdefault referred to in Section 10.03(i) hereof, upon the date on upon which such the default is cured or waived; and, or (ii) in the case of a nonpayment defaultdefault referred to in Section 10.03(ii) hereof, upon the earlier of (Ax) the date on which such all nonpayment default is defaults are cured or waived, or (By) 179 days after the date on which of delivery of the applicable Payment Blockage Notice is received, or (Cz) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any such Designated Senior Debt has been accelerated. (c) No new Payment Blockage Notice may be delivered unless and until 360 days have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (A) Permitted Junior Securities or and (B) payments and other distributions made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.01 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default of any principal (including reimbursement obligations in respect of letters of credit) of, premium, if any, or interest on any or commitment, letter of credit or administrative fees relating to, Designated Senior Debt Indebtedness occurs and is continuing beyond any applicable grace periodperiod of grace; or (ii) any a default, other default occurs and is continuing than a payment default, on any series of Designated Senior Debt occurs and is continuing that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives holders of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding or their representative. If the Trustee receives any such Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (A) at least 360 days shall have elapsed since the delivery of the immediately prior Payment Blockage Notice irrespective and (B) all scheduled payments of principal, interest and premium and Special Interest, if any, on the number of defaults with respect to Designated Senior Debt during such period. (d) Notes that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 180 days. (b) The Company shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (i) in the case of a default referred to in clause (i) of Section 10.03(a) hereof, the date upon which the default is cured or waived, or (ii) in the case of a default referred to in clause (ii) of Section 10.03(a) hereof, upon the earlier of the date on which such non-payment default is cured or waived or 179 days pass after the date on which the applicable Payment Blockage Notice is received, unless the maturity of such Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors also may not make any payment upon or in respect of the Notes Note (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereofSecurities) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Senior Debt occurs and is continuing beyond any applicable grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that currently, or with the passage of time or giving of notice, permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and and, in the Trustee case of any such default described in this clause (ii), the holder of the Note receives a notice of such default of the type referred to in this clause (ii) (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes Note may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived in writing by the holders of the applicable Senior Debt and (iib) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, waived in writing by the holders of Designated Senior Debt or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) received by the date holder of the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage NoticeNote, unless the maturity of any Designated Senior Debt has been accelerated. (c) . No new Payment Blockage Notice period of payment blockage may be delivered commenced under clause (ii) above unless and until (i) 360 days have elapsed since the delivery initial effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal of, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Note that have come due have been paid in full in cash. No nonpayment default that existed or and was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will holder of the Note shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been waived in writing or cured or waived for a period of not less than 90 days. In the event that the Company makes any payment to any holder of the Note prohibited by the foregoing, such payment will be required to be held in trust for and paid over to the holders of Senior Debt (or the representative thereof). The holder of the Note will not challenge or contest the enforceability or validity of the New Credit Facility or any obligation, Lien (as defined in the Indenture) or encumbrance thereunder.

Default on Designated Senior Debt. The Borrower may not make any payment or distribution to the Administrative Agent or any Lender in respect of Obligations with respect to the Bridge Loans and may not acquire from the Administrative Agent or any Lender any Bridge Loans for cash or property (other than securities that are subordinated to at least the same extent as the Bridge Loans to (a) Neither Senior Debt and (b) any securities issued in exchange for Senior Debt) until all principal and other Obligations with respect to the Company nor any of the Guarantors may make any payment Senior Debt have been paid in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts described under Article 8 and Article 11 hereof) full if: (i) a default in the payment default of any principal or other Obligations with respect to Designated Senior Debt occurs and is continuing; or (ii) a default, other than a payment default, on any Designated Senior Debt occurs and is continuing beyond any applicable grace period; or (ii) any other default occurs and is continuing on any series of Designated Senior Debt that then permits holders of that series of the Designated Senior Debt to accelerate its maturity and the Trustee Administrative Agent receives a notice of such the default (a “Payment Blockage Notice”"PAYMENT BLOCKAGE NOTICE") from (a) the Borrower or a Representative with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding If the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving Administrative Agent receives any such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until (i) at least 360 days shall have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective and (ii) all scheduled payments of principal, premium, if any, and interest on the number of defaults with respect to Designated Senior Debt during such period. (d) Bridge Loans that have come due have been paid in full in cash. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will Administrative Agent shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been waived or cured or waived for a period of not less than 90 days. The Borrower may and shall resume payments on and distributions in respect of the Bridge Loans and may acquire them upon the earlier of: (1) the date upon which the default is cured or waived, or (2) in the case of a default referred to in Section 9.3(ii) hereof, 179 days pass after notice is received if the maturity of such Designated Senior Debt has not been accelerated, if this Article otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder in respect of Obligations with respect to the Notes and may not acquire from the Trustee or any Holder any Notes for cash or property (except in respect of other than (i) Permitted Junior Securities or and (ii) payments made from the trusts described under Article 8 and Article 11 any defeasance trust created pursuant to Section 8.1 hereof) until all principal and other Obligations with respect to the Senior Debt have been paid in full if: (i) a default in the payment default on of any principal of, premium, if any, or interest with respect to Designated Senior Debt occurs and is continuing beyond any applicable grace periodperiod in the agreement, indenture or other document governing such Designated Senior Debt; or (ii) any a default, other than a payment default defined in (i), on Designated Senior Debt occurs and is continuing on any series that then permits holders of the Designated Senior Debt that permits holders of that series of Designated Senior Debt as to which such default relates to accelerate its maturity and the Trustee receives a notice of such the default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, Company or the administrative agent thereunder, or (b) with respect to holders of any other Designated Senior Debt, the Representative of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (i) in the case of a payment default, upon the date on which such default is cured or waived; and (ii) in the case of a nonpayment default, upon the earlier of (A) the date on which such nonpayment default is cured or waived, or (B) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date If the Trustee receives notice from the Representative for any such Designated Senior Debt rescinding the Payment Blockage Notice, unless the maturity of any Designated Senior Debt has been accelerated. (c) No new no subsequent Payment Blockage Notice may shall be delivered effective for purposes of this Section unless and until at least 360 days shall have elapsed since the delivery commencement of the effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 at least 180 days. The Company may and shall resume payments on and distributions in respect of the Notes and may acquire them upon the earlier of: (1) in the case of a default referred to in Section 10.4(i) hereof, the date upon which such default is cured or waived or has ceased to exist or such Designated Senior Debt has been discharged or repaid in full in cash, or (2) in the case of a default referred to in Section 10.4(ii) hereof, the earlier of the date on which such default is cured or waived or 179 days after the date on which the applicable Payment Blockage Notice is received or has ceased to exist or such Designated Senior Debt has been discharged or repaid in full in cash, unless the maturity of any Designated Senior Debt has been accelerated, if this Article 10 otherwise permits the payment, distribution or acquisition at the time of such payment or acquisition.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may not make any payment or distribution to the Trustee or any Holder upon or in respect of the Notes (except in respect of other than (x) Permitted Junior Securities and (y) payments and other distributions made from any defeasance trust created pursuant to Section 8.02 or from the trusts described under Article 8 and Article 11 8.03 hereof) or to repurchase or redeem any of the Notes (including, without limitation, repurchases of Notes at the option of a Holder upon a Change of Control) if: : (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable period of grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of the Designated Senior Debt as to which such default relates to accelerate its maturity and and, in the case of clause (ii), the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated the Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of such any Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (ix) in the case of a payment default, upon the date on which such default is cured or waived; and waived and (iiy) in the case of a nonpayment default, upon the earlier of (Aa) the date on which such nonpayment default is cured or waived, or (Bb) 179 days after the date on which the applicable Payment Blockage Notice is received, or (Cc) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding shall have been discharged or paid in full in cash or (d) the date such Payment Blockage Period shall have been terminated by written notice to the Company or the Trustee from the Senior Debt Representative of Designated Senior Debt initiating such Payment Blockage Period, after which, in the case of clauses (a), (b), (c) and (d), the Company shall resume making any and all required payments in respect of the Notes, including any payments not made to the Holders of the Notes during the Payment Blockage NoticePeriod due to the foregoing prohibitions, unless the maturity of any Designated Senior Debt has been accelerated. provisions described in clause (ci) are then applicable. No new Payment Blockage Notice period of payment blockage may be delivered commenced unless and until 360 days have elapsed since the delivery effectiveness of the immediately prior Payment Blockage Notice irrespective of the number of defaults with respect to Designated Senior Debt during such period. (d) Notice. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived for a period of not less than 90 days.

Default on Designated Senior Debt. (a) Neither the The Company nor any of the Guarantors may shall not make any payment upon or in respect of the Notes (except in respect of Permitted Junior Securities or from the trusts trust described under Article 8 and Article 11 hereof) if: if (i) a default in the payment default of the principal of, premium, if any, or interest on any Designated Senior Debt occurs and is continuing beyond any applicable period of grace period; or or (ii) any other default occurs and is continuing on any series of with respect to Designated Senior Debt that permits holders of that series of such Designated Senior Debt to accelerate its maturity and the Trustee receives a notice of such default (a “"Payment Blockage Notice”") from (a) with respect to Designated Senior Debt arising under the Credit Agreement, the administrative agent thereunder, or (b) with respect to any other Designated Senior Debt, the Representative of the holders of such Designated Senior Debt. Notwithstanding the foregoing, the Company may make payment on the Notes if the Company and the Trustee receive written notice approving such payment from the Representatives of any Designated Senior Debt with respect to which either of the events set forth in clauses (i) and (ii) of this Section 13.03(a) has occurred and is continuing. (b) Payments on the Notes may and shall be resumed at the first to occur of the following: (ia) in the case of a payment default, upon the date on which such default is cured or waived; and waived in writing and (iib) in the case of a nonpayment default, upon the earlier of (Ax) the date on which such nonpayment default is cured or waivedwaived in writing, or (By) 179 days after the date on which the applicable Payment Blockage Notice is received, or (C) the date the Trustee receives notice from the Representative for such Designated Senior Debt rescinding the Payment Blockage Noticein each case, unless the maturity of any Designated Senior Debt has been accelerated. accelerated or (cz) No new the date on which such Payment Blockage Notice may be delivered unless and until 360 days Period (as defined below) shall have elapsed since been terminated by written notice to the delivery Trustee from the Representative of the immediately prior Payment Blockage Notice irrespective holders of the number of defaults with respect to Designated Senior Debt initiating such Payment Blockage Period. During any consecutive 360-day period, the aggregate number of days in which payments due on the Notes may not be made as a result of nonpayment defaults on Designated Senior Debt (a "Payment Blockage Period") shall not exceed 179 days, and there shall be a period of at least 181 consecutive days in each consecutive 360-day period during such period. (d) which no Payment Blockage Period is in effect. No nonpayment default that existed or was continuing on the date of delivery of any Payment Blockage Notice to the Trustee will shall be, or will be made, the basis for a subsequent Payment Blockage Notice unless such default has shall have been cured or waived in writing for a period of not less than 90 daysdays (it being acknowledged that any subsequent action, or any breach of any financial covenant for a period commencing after the date of commencement of such Payment Blockage Period that, in either case, would give rise to a default pursuant to any provisions under which a default previously existed or was continuing, shall constitute a new default for this purpose).