Common use of Default on Guarantor Senior Indebtedness Clause in Contracts

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any series, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.

Default on Guarantor Senior Indebtedness. In Subject to the provisions of Section 5, in the event and during the continuation of any default by the Guarantor in the payment of principalprincipal of, or premium, if any, or interest (including any Additional Interest) on, or any other amount due on monetary obligation with respect to, any Guarantor Senior Indebtedness with respect to the Securities beyond any applicable period of any seriesgrace, or in the event that the maturity any event of default with respect to any Guarantor Senior Indebtedness with respect shall have occurred and be continuing, unless and until such default or event of default shall have been cured or waived or shall have ceased to the Securities of any series has been accelerated because of a default, then, in either caseexist, no payment shall be made by the Guarantor pursuant to in respect of the Guarantee with respect to Guarantee. Nothing contained in this Section or elsewhere in this Supplemental Indenture shall, however, prevent the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received application by the Trustee when such payment is prohibited of any moneys deposited with it hereunder by the preceding paragraph Guarantor in respect of the Guarantee, if at the time of such deposit, the Trustee did not have written notice of any event prohibiting the making of such deposit by the Guarantor. The Guarantor shall give prompt written notice to the Trustee of any facts that would prohibit the making of any payment of moneys in respect of the Guarantee, including any dissolution, winding up, liquidation or reorganization of the Guarantor. Anything in this Section 18.2, such payment shall be held or elsewhere in trust for this Supplemental Indenture to the benefit of, and shall be paid over or delivered tocontrary notwithstanding, the holders Trustee shall not be charged with knowledge of such the existence of any Guarantor Senior Indebtedness or their respective representatives, of any default or event of default with respect to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may or of any other facts that would prohibit the making of any payment of moneys hereunder, unless and until the Trustee shall have been issued, as their respective interests may appear, but only received notice in writing to that effect signed by an officer of the extent that the holders Guarantor or by a holder of such Guarantor Senior Indebtedness (who shall have been certified by the Guarantor or their representative or representatives or a trustee) notify otherwise established to the reasonable satisfaction of the Trustee in writing within 90 days of to be such payment of the amounts then due and owing on such holder or by a Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior IndebtednessRepresentative.

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interesta) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any series, or in the event that Upon the maturity of any Guarantor Senior Indebtedness with respect to by lapse of time, acceleration or otherwise, all principal thereof and interest thereon and other amounts due in connection therewith shall first be paid in full or such payment duly provided for before any payment is made by any of the Securities Guarantors or any Person acting on behalf of any series has been accelerated because of a default, then, the Guarantors in either case, no respect of the Guarantee of such Guarantor. (b) No payment (excluding payments in the form of Permitted Guarantor Junior Securities) shall be made by any Guarantor in respect of its Guarantee during the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if period in which Section 1417 shall be applicable, Additional Sums with respect to, the Securities during any suspension of such series. payments in effect under Section 1203(a) of this Indenture or during any Payment Blockage Period in effect under Section 1203(b) of this Indenture. (c) In the event that, notwithstanding the foregoing, any Guarantor shall make any payment shall be received by to the Trustee when such payment is or the Holder of its Guarantee prohibited by the preceding paragraph foregoing provisions of this Section 18.2Section, then and in such event such payment shall be held in trust for the benefit of, and shall be paid over or and delivered to, forthwith to the holders representatives of such Guarantor Senior Indebtedness or their respective representativesas a court of competent jurisdiction shall direct. Section 1419. Payment Permitted by Each of the Guarantors if No Default. Nothing contained in this Article, elsewhere in this Indenture or to in any of the trustee Securities shall prevent any Guarantor, at any time except during the pendency of any case, proceeding, dissolution, liquidation or trustees under any indenture pursuant to which any other winding up, assignment for the benefit of creditors or other marshaling of assets and liabilities of such Guarantor Senior Indebtedness may have been issuedreferred to in Section 1417 or under the conditions described in Section 1418, as their respective interests may appearfrom making payments at any time of principal of, but only to premium, if any, or interest on the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior IndebtednessSecurities.

Default on Guarantor Senior Indebtedness. In A Guarantor may not make any payment under its Guarantee of the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) Securities or any other amount due Coupons and may not acquire any Securities or any Coupons for cash or property if: (1) a default on any Guarantor Senior Indebtedness with respect of such Guarantor or Senior Indebtedness of the Company occurs and is continuing that permits holders of such Guarantor Senior Indebtedness or such Senior Indebtedness, as the case may be, to the Securities of any series, or in the event that accelerate the maturity thereof; and (2) unless such default relates to a failure by such Guarantor or the Company to make any payment in respect of any Guarantor Senior Indebtedness of such Guarantor or any Senior Indebtedness of the Company, respectively, when due or within any applicable grace period (a "Payment Default"), such default is either the subject of judicial proceedings or such Guarantor or the Company receives notice of the default. If such Guarantor or the Company receives any such notice, then a similar notice received within nine months thereafter relating to the same default on the same issue of Guarantor Senior Indebtedness of such Guarantor or Senior Indebtedness of the Company, as the case may be, shall not be effective for purposes of this Section 1804. A Guarantor may resume payments under its Guarantee and may acquire Securities or Coupons if and when: (A) (i) 135 days pass after, in the case of a Payment Default, the later of the date such payment was due and the expiration of any applicable grace period for such 104 payment or, in the case of any other such default, the date the related judicial proceedings commence or that notice of such default is given to such Guarantor or the Company, as the case may be, and (ii) the Guarantor Senior Indebtedness of such Guarantor or the Senior Indebtedness of the Company, as the case may be, in respect of which such default exists has not been declared due and payable in its entirety within such 135 day period or, if declared due and payable, such declaration has been rescinded, waived or annulled; or (B) the default with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities Senior Indebtedness of such seriesGuarantor or the Senior Indebtedness of the Company, as the case may be, is cured or waived; and this Article Eighteen otherwise permits the payment or acquisition at that time. In the event that, notwithstanding the foregoing, any Guarantor shall make any payment shall be received by to the Trustee when such payment is or the Holder of any Security or Coupon prohibited by the preceding paragraph foregoing provisions of this Section 18.21804, then and in such event such payment shall shall, to the extent permitted by law, be held in trust for the benefit of, of and shall be paid over or and delivered to, forthwith to the holders of such the Guarantor Senior Indebtedness of such Guarantor or their respective representatives, representative or representatives or to the trustee or trustees under any indenture pursuant to under which any of instruments evidencing such Guarantor Senior Indebtedness may have been issued. The provisions of this Section 1804 shall not apply to any payment with respect to which Section 1802 would be applicable. Without limiting the effect of this Section 1804, as their respective interests may appear, but only no Guarantor shall make any payment under its Guarantee during any period when the Company would be prohibited from making payments on the Securities or any Coupons pursuant to the extent that the holders Section 1704 of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtednessthis Indenture.

Default on Guarantor Senior Indebtedness. In Subject to the provisions of Section 5, in the event and during the continuation of any default by the Guarantor in the payment of principalprincipal of, or premium, if any, or interest (including any Additional Interest) on, or any other amount due on monetary obligation with respect to, any Guarantor Senior Indebtedness with respect to the Securities beyond any applicable period of any seriesgrace, or in the event that the maturity any event of default with respect to any Guarantor Senior Indebtedness with respect shall have occurred and be continuing, unless and until such default or event of default shall have been cured or waived or shall have ceased to the Securities of any series has been accelerated because of a default, then, in either caseexist, no payment shall be made by the Guarantor pursuant to in respect of the Guarantee with respect to Guarantee. Nothing contained in this Section or elsewhere in this Supplemental Indenture shall, however, prevent the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received application by the Trustee when such payment is prohibited of any moneys deposited with it hereunder by the preceding paragraph Guarantor in respect of the Guarantee, if, at the time of such deposit, the Trustee did not have written notice of any event prohibiting the making of such deposit by the Guarantor. The Guarantor shall give prompt written notice to the Trustee of any facts that would prohibit the making of any payment of moneys in respect of the Guarantee, including any dissolution, winding up, liquidation or reorganization of the Guarantor. Anything in this Section 18.2, such payment shall be held or elsewhere in trust for this Supplemental Indenture to the benefit of, and shall be paid over or delivered tocontrary notwithstanding, the holders Trustee shall not be charged with knowledge of such the existence of any Guarantor Senior Indebtedness or their respective representatives, of any default or event of default with respect to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.Guarantor

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the a Guarantor beyond any applicable grace period in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Debt Securities of any series, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Debt Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the such Guarantor pursuant to the respective Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Debt Securities of such series, unless, in either case, the default has been cured or waived and any such acceleration has been rescinded or such Guarantor Senior Indebtedness has been paid in full in cash. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.215.02, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.

Default on Guarantor Senior Indebtedness. In No Guarantor may pay the event and during the continuation of any default by the Guarantor in the payment of principalprincipal of, premium, interest premium (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any seriesif any), or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums and other obligations with respect to, the Securities of such series. In or make any deposit pursuant to Section 9.03 or repurchase, redeem or otherwise retire any Securities (collectively, "pay the event that, notwithstanding Securities") if (a) any Guarantor Senior Indebtedness is not paid in cash or Cash Equivalents when due or (b) any other default on Guarantor Senior Indebtedness occurs and the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders maturity of such Guarantor Senior Indebtedness is accelerated in accordance with its terms unless, in either case, (i) the default has been cured or their respective representatives, waived or to the trustee is no longer continuing and/or any such acceleration has been rescinded or trustees under any indenture pursuant to which any of (ii) such Guarantor Senior Indebtedness has been paid in full; provided, however, that the Guarantor may have been issued, as their respective interests may appear, but only pay the Securities subject to the extent that provisions of Section 12.02, without regard to the holders foregoing if the Guarantor and the Trustee receive written notice approving such payment from the Representatives of such Guarantor the Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment with respect to which either of the amounts then due and owing on such Guarantor events set forth in clause (a) or (b) of this sentence has occurred or is continuing. During the continuance of any default (other than a default described in clause (a) or (b) of the preceding sentence) with respect to any Designated Senior Indebtedness and only pursuant to which the amounts specified in maturity thereof may be accelerated immediately without further notice (except such notice as may be required to effect such acceleration) or the Trustee shall be paid to the holders expiration of such any applicable grace periods, a Guarantor Senior Indebtedness.may not

Default on Guarantor Senior Indebtedness. In Subject to the provisions of Section 5, in the event and during the continuation of any default by the Guarantor in the payment of principalprincipal of, or premium, if any, or interest (including any Additional Interest) on, or any other amount due on monetary obligation with respect to, any Guarantor Senior Indebtedness with respect to the Securities beyond any applicable period of any seriesgrace, or in the event that the maturity any event of default with respect to any Guarantor Senior Indebtedness with respect shall have occurred and be continuing, unless and until such default or event of default shall have been cured or waived or shall have ceased to the Securities of any series has been accelerated because of a default, then, in either caseexist, no payment shall be made by the Guarantor pursuant to in respect of the Guarantee with respect to Guarantee. Nothing contained in this Section or elsewhere in this Supplemental Indenture shall, however, prevent the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received application by the Trustee when such payment is prohibited of any moneys deposited with it hereunder by the preceding paragraph Guarantor in respect of the Guarantee, if, at the time of such deposit, the Trustee did not have written notice of any event prohibiting the making of such deposit by the Guarantor. The Guarantor shall give prompt written notice to the Trustee of any facts that would prohibit the making of any payment of moneys in respect of the Guarantee, including any dissolution, winding up, liquidation or reorganization of the Guarantor. Anything in this Section 18.2, such payment shall be held or elsewhere in trust for this Supplemental Indenture to the benefit of, and shall be paid over or delivered tocontrary notwithstanding, the holders Trustee shall not be charged with knowledge of such the existence of any Guarantor Senior Indebtedness or their respective representatives, of any default or event of default with respect to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may or of any other facts that would prohibit the making of any payment of moneys hereunder, unless and until the Trustee shall have been issued, as their respective interests may appear, but only received notice in writing to that effect signed by an officer of the extent that the holders Guarantor or by a holder of such Guarantor Senior Indebtedness (who shall have been certified by the Guarantor or their representative or representatives or a trustee) notify otherwise established to the reasonable satisfaction of the Trustee in writing within 90 days of to be such payment of the amounts then due and owing on such holder or by a Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior IndebtednessRepresentative.

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any seriesIndebtedness, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the any Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums Note Guarantee on the Guaranteed Notes until such Guarantor’s obligations with respect to, to the Securities of such seriesGuarantor Senior Indebtedness are paid in full. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.218.02, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders Holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture or agreement pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders Holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 120 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders Holders of such Guarantor Senior Indebtedness.

Default on Guarantor Senior Indebtedness. Unless Section 12.03 shall be applicable, (a) In the event and during the continuation of that any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any series, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts orObligation or claim relating thereto shall have occurred and be continuing, if applicablewhether at maturity (by lapse of time, Additional Sums with respect toacceleration or otherwise), the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, upon redemption or otherwise (a "Guarantor Payment Default") unless and shall be paid over or delivered to, the holders of until such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may Payment Default shall have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (cured or their representative or representatives or a trustee) notify the Trustee waived in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to by the holders of such Guarantor Senior Indebtedness, no direct or indirect payment or distribution (including, without limitation, any payment or distribution which may be payable or deliverable by reason of the payment of any other Indebtedness of the Guarantor being subordinated to payment of the Guaranty), shall be made by or on behalf of the Guarantor for or on account of any Obligations with respect to the Guaranty, and neither the Trustee nor any Holders shall receive from the Guarantor, directly or indirectly, any payment or distribution, including, without limitation, from or by way of collateral, on account of any Obligations with respect to the Guaranty. (b) Upon the occurrence and during the continuance of any Payment Blockage Period (as defined in Section 11.04(d)) (provided that there is a default with respect to any Guarantor Senior Debt or any Senior Debt guaranteed by the Guarantor), no direct or indirect payment or distribution (including, without limitation, any payment or distribution which may be payable or deliverable by reason of the payment of any other Indebtedness of the Guarantor being subordinated to payment of the Guaranty), may be made by or on behalf of the Guarantor for or on account of the Obligations with respect to the Guaranty and neither the Trustee nor any Holder shall receive from the Guarantor, directly or indirectly, any payment or distribution, including, without limitation, from or by way of collateral, in respect of the Obligations with respect to the Guaranty during such period. (c) The Guarantor shall deliver a notice to the Trustee promptly after the date on which any non-payment Default is cured or waived or ceases to exist or on which the Specified Guarantor Senior Indebtedness related thereto is discharged or paid in full, in cash or Cash Equivalents or, as acceptable to the holders of Guarantor Senior Indebtedness, in any other manner, and the Trustee is authorized to act in reliance on such notice, but failure to give such notice shall not affect the subordination of the Guaranty to the Guarantor Senior Indebtedness provided in this Article 12.

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any seriesIndebtedness, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such seriesSecurities. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.23.02, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.

Default on Guarantor Senior Indebtedness. In No Guarantor may pay the event and during the continuation of any default by the Guarantor in the payment of principalprincipal of, premium, interest premium (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any seriesif any), or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums and other Obligations with respect to, the Securities of such series. In or the event thatSubsidiary Guarantees or make any deposit pursuant to Section 9.01 or repurchase, notwithstanding redeem or otherwise retire any Securities or the foregoingSubsidiary Guarantees (collectively, "pay the Securities") if (i) any payment shall be received by Guarantor Senior Indebtedness is not paid in cash or cash equivalents when due or (ii) any other default on Guarantor Senior Indebtedness occurs and the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders maturity of such Guarantor Senior Indebtedness is accelerated in accordance with its terms unless, in either case, (x) the default has been cured or their respective representatives, waived or to the trustee is no longer 58 -57- continuing and/or and any such acceleration has been rescinded or trustees under any indenture pursuant to which any of (y) such Guarantor Senior Indebtedness has been paid in full in cash or cash equivalents, or other form acceptable to holders of Guarantor Senior Indebtedness; provided, however, that the Guarantor may have been issuedpay the Securities but subject to the provisions of the first sentence of this Section 12.03 and the provisions of Section 12.02, without regard to the foregoing if the Company and the Trustee receive written notice approving such payment from the Representatives of the Designated Senior Indebtedness with respect to which either of the events set forth in clause (i) or (ii) of this sentence has occurred or is continuing. During the continuance of any default (other than a default described in clause (i) or (ii) of the preceding sentence) with respect to any Designated Senior Indebtedness 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, a Guarantor may not pay the Securities (except (i) in Qualified Capital Stock issued by such Guarantor to pay interest on the Securities or issued in exchange for its Subsidiary Guarantee, (ii) in securities substantially identical to its Subsidiary Guarantee issued by such Guarantor in payment of interest accrued thereon or (iii) in securities issued by such Guarantor which are subordinated to the Guarantor Senior Indebtedness at least to the same extent as its Subsidiary Guarantee and having a Weighted Average Life to Maturity at least equal to the remaining Weighted Average Life to Maturity of the Securities, as their respective interests may appearlong as the court, but only in approving any payment or distribution or stock or securities of the type described in the preceding clauses (i)-(iii), gives effect to the extent that subordination provisions set for in this Indenture) for a period (a "Guarantor Payment Blockage Period") commencing upon the receipt by the Trustee (with a copy to the Company) of written notice (a "Guarantor Blockage Notice") of such default from the Representative of the holders of such Guarantor Designated Senior Indebtedness specifying an election to effect a Guarantor Payment Blockage Period and ending 179 days thereafter (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on earlier if such Guarantor Senior Indebtedness and only the amounts specified in such Payment Blockage Period is terminated (i) by written notice to the Trustee shall be paid and the Company from the Person or Persons who gave such Guarantor Blockage Notice, (ii) because the default giving rise to such Guarantor Blockage Notice is no longer continuing or (iii) because such Designated Senior Indebtedness has been repaid in full.) Notwithstanding the provisions of the immediately preceding sentence, but subject to the holders provisions of the first sentence of this Section 12.03 and the provisions of Section 12.02, the Guarantor may resume payments on the Securities after the end of such Guarantor Payment Blockage Period. Not more than one Blockage Notice may be given, and not more than one Payment Blockage Period may occur, in any consecutive 360-day period, irrespective of the number of defaults with respect to Designated Senior IndebtednessIndebtedness during such period.

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any series, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 days of such payment of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts 104 specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.

Default on Guarantor Senior Indebtedness. In the event and during the continuation of any default by the Guarantor in the payment of principal, premium, interest (including any Additional Interest) or any other amount due on any Guarantor Senior Indebtedness with respect to the Securities of any series, or in the event that the maturity of any Guarantor Senior Indebtedness with respect to the Securities of any series has been accelerated because of a default, then, in either case, no payment shall be made by the Guarantor pursuant to the Guarantee with respect to the principal (including redemption and sinking fund payments) of, any premium or interest (including any Additional Interest) on, or any Additional Amounts or, if applicable, Additional Sums with respect to, the Securities of such series. In the event that, notwithstanding the foregoing, any payment shall be received by the Trustee when such payment is prohibited by the preceding paragraph of this Section 18.2, such payment shall be held in trust for the benefit of, and shall be paid over or delivered to, the holders of such Guarantor Senior Indebtedness or their respective representatives, or to the trustee or trustees under any indenture pursuant to which any of such Guarantor Senior Indebtedness may have been issued, as their respective interests may appear, but only to the extent that the holders of such Guarantor Senior Indebtedness (or their representative or representatives or a trustee) notify the Trustee in writing within 90 ninety (90) days of such payment 100 109 of the amounts then due and owing on such Guarantor Senior Indebtedness and only the amounts specified in such notice to the Trustee shall be paid to the holders of such Guarantor Senior Indebtedness.