Common use of Defaults and Remedies; Waiver Clause in Contracts

Defaults and Remedies; Waiver. If an Event of Default occurs and is continuing, the Trustee or the Holders of not less than 25% in aggregate principal amount of the outstanding Securities, subject to certain limitations, may declare the principal of, premium if any, and accrued and unpaid interest on all the Securities due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest on all the Securities will become and be immediately due and payable without any declaration or other act by the Trustee or any Holder of outstanding Securities. Holders of Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the Holders of a majority in aggregate principal amount of the Securities then outstanding under the Indenture, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences if any and all existing Events of Default under the Indenture with respect to the Securities, other than the nonpayment of principal, premium, or interest on Securities that shall not have become due by their terms, shall have been remedied or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. The Holders of a majority in principal amount of the Securities by notice to the Trustee may waive an existing Default and its consequences except a Default in the payment of the principal amount of, premium, if any, and accrued and unpaid interest on a Security. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent right.

Defaults and Remedies; Waiver. If an Event of Default occurs and is continuing, the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the outstanding SecuritiesNotes, subject to certain limitations, may declare the principal of, premium if any, and accrued and unpaid interest on all the Securities Notes due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of (or such specified amount) and premium, if any, and accrued and unpaid interest on of all the Securities outstanding Notes will become and be immediately due and payable without any declaration or other act by the Trustee or any Holder of outstanding SecuritiesNotes. Holders of Securities Notes may not enforce the Indenture or the Securities Notes except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities Notes unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities Notes then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities Notes shall have been so declared due and payable (or have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the Holders of a majority in aggregate principal amount of the Securities Notes then outstanding under the Indenture, by written notice to the Issuer Company and the Trustee, may rescind and annul such declaration and its consequences if any and all existing Events of Default under the Indenture with respect to the SecuritiesNotes, other than the nonpayment of principal, premium, or interest on Securities Notes that shall not have become due by their terms, shall have been remedied or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. The Holders of a majority in principal amount of the Securities Notes by notice to the Trustee may waive an existing Default and its consequences except a Default in the payment of the principal amount of, of premium, if any, and accrued and unpaid interest on a SecurityNote. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent right.

Defaults and Remedies; Waiver. If an Event of Default occurs and is continuing, the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the outstanding SecuritiesNotes, subject to certain limitations, may declare the principal of, premium if any, and accrued and unpaid interest on all the Securities Notes due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest on all the Securities Notes will become and be immediately due and payable without any declaration or other act by the Trustee or any Holder of outstanding SecuritiesNotes. Holders of Securities Notes may not enforce the Indenture or the Securities Notes except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities Notes unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities Notes then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities Notes shall have been so declared due and payable (or have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the Holders of a majority in aggregate principal amount of the Securities Notes then outstanding under the Indenture, by written notice to the Issuer Company and the Trustee, may rescind and annul such declaration and its consequences if any and all existing Events of Default under the Indenture with respect to the SecuritiesNotes, other than the nonpayment of principal, premium, or interest on Securities Notes that shall not have become due by their terms, shall have been remedied or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. The Holders of a majority in principal amount of the Securities Notes by notice to the Trustee may waive an existing Default and its consequences except a Default in the payment of the principal amount of, premium, if any, and accrued and unpaid interest on a SecurityNote. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent right.

Defaults and Remedies; Waiver. If an Event of Default with respect to any Securities at the time outstanding (other than an Event of Default specified in Section 6.01(4) or (5) of the Indenture with respect to the Company or, in the case of a Guaranteed Series of Securities, any Guarantor) occurs and is continuing, the Trustee or the Holders of not less than 25% in aggregate principal amount of the outstanding Securities by notice to the Company in writing (and to the Trustee, if given by Holders of the Securities, subject to certain limitations) specifying the Event of Default, may declare the principal amount of, premium if any, and accrued and unpaid interest on all the Securities due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest to, but not including, the date of acceleration on all the Securities will to be due and payable. Upon such a declaration, such amounts shall be due and payable immediately. If an Event of Default specified in Section 6.01(4) or (5) of the Indenture with respect to the Company or, in the case of a Guaranteed Series of Securities, any Guarantor occurs, the principal amount of, premium, if any, and accrued and unpaid interest to, but not including, the date of such Event of Default on all the Securities shall ipso facto become and be immediately due and payable without any declaration or other act by on the part of the Trustee or any Holder of outstanding the Securities. Holders of Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or shall have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or enteredentered as provided in the Indenture, the Holders of a majority in aggregate principal amount of the Securities then outstanding under the Indentureoutstanding, by written notice to the Issuer Company and the Trustee, may rescind and annul such declaration and its consequences consequences, and waive such Event of Default, if any and all existing Events of Default under the Indenture with respect to the Securities, other than the nonpayment of accelerated principal, premium, if any, or interest interest, if any, on Securities that shall not have become due by their terms, shall have been remedied cured or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect extend to any subsequent Default or impair amend any contractual right consequent thereto. The Holders of a majority in principal amount of the Securities by written notice to the Trustee may waive an existing Default with respect to the Securities and its consequences except a continuing Default in the payment of the principal amount of, premium, if any, and accrued and unpaid interest on a Security. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair amend any contractual right consequent rightthereto. For the avoidance of doubt, subject to this paragraph and Section 6.02 of the Indenture, the Holders of a majority in aggregate principal amount of the then outstanding Securities may rescind an acceleration and its consequences, including any related payment default that resulted from such acceleration, with respect to the Securities. Holders of the Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Holders of a majority in aggregate principal amount of the then outstanding Securities may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee with respect to the Securities. However, the Trustee may refuse to follow any direction that conflicts with law or the Indenture, or subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder of the Securities or that would subject the Trustee to personal liability; provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. Prior to taking any action hereunder, the Trustee shall be entitled to indemnity reasonably satisfactory to it against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies; Waiver. If an Event of Default occurs (other than an Event of Default described in clauses (6) and is (7) of Section 6.01 of the Indenture) with respect to the Senior Notes shall occur and be continuing, either the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the Senior Notes then outstanding Securities, subject to certain limitations, by notice as provided in the Indenture may declare the principal of, premium if any, and accrued and unpaid interest on all amount of the Securities Senior Notes to be due and payable immediately. In the case of If an Event of Default resulting from certain events described in clauses (6) and (7) of bankruptcy, insolvency or reorganizationSection 6.01 of the Indenture occurs, the principal amount of and premium, if anyall Senior Notes will automatically, and accrued and unpaid interest on all the Securities will become and be immediately due and payable without any declaration or other act action by the Trustee or any Holder of outstanding Securities. Holders of Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities unless it receives reasonable indemnification. Subject to certain limitationsHolder, Holders of a majority in aggregate principal amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or have become immediately due and payable). After any such declaration of acceleration, and but before any a judgment or decree for the payment based on such declaration of the moneys due shall have been obtained or enteredacceleration, the Holders of a majority in aggregate principal amount of the Securities Senior Notes then outstanding may, under the Indenturecertain circumstances, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences of acceleration if any and all existing Events of Default under the Indenture with respect to the SecuritiesDefault, other than the nonpayment non-payment of principalaccelerated principal (or other specified amount), premium, or interest on Securities that shall not have become due by their terms, shall have been remedied cured or waived as provided in Section 6.04 of the Indenture. No Subject to the provisions of the Indenture relating to the duties of the Trustee in case an Event of Default shall occur and be continuing, the Trustee will be under no obligation to exercise any of its rights or powers under the Indenture at the request or direction of any of the Holders, unless such rescission Holders shall affect any subsequent Default have offered to the Trustee security or impair any right consequent theretoindemnity reasonably satisfactory to the Trustee. The Subject to such provisions for the indemnification of the Trustee and applicable law, the Holders of a majority in aggregate principal amount of Senior Notes then outstanding will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the Senior Notes. Except to enforce payment of the principal of or any premium or interest on a Senior Note on or after the applicable due date specified in such Senior Note, no Holder of a Senior Note will have any right to pursue any remedy with respect to the Indenture or the Senior Notes, unless (i) such Holder has previously given to the Trustee written notice of a continuing Event of Default with respect to the Senior Notes; (ii) the Holders of at least 25% in aggregate principal amount of the Securities by notice Senior Notes then outstanding have made written request, and such Holder or Holders have offered indemnity reasonably satisfactory to the Trustee may waive an existing Default to institute such proceeding; and its consequences except (iii) the Trustee has failed to institute such proceeding, and has not received from the Holders of a Default majority in the payment aggregate principal amount of the principal amount ofSenior Notes then outstanding a direction inconsistent with such request, premiumwithin 60 days after such notice, if any, request and accrued and unpaid interest on a Security. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent rightoffer.

Defaults and Remedies; Waiver. If an Event of Default occurs (other than an Event of Default described in clauses (6) and is (7) of Section 6.01 of the Indenture) with respect to the Senior Notes shall occur and be continuing, either the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the Senior Notes then outstanding Securities, subject to certain limitations, by notice as provided in the Indenture may declare the principal of, premium if any, and accrued and unpaid interest on all amount of the Securities Senior Notes to be due and payable immediately. In the case of If an Event of Default resulting from certain events described in clauses (6) and (7) of bankruptcy, insolvency or reorganizationSection 6.01 of the Indenture occurs, the principal amount of and premium, if anyall Senior Notes will automatically, and accrued and unpaid interest on all the Securities will become and be immediately due and payable without any declaration or other act action by the Trustee or any Holder of outstanding Securities. Holders of Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities unless it receives reasonable indemnification. Subject to certain limitationsHolder, Holders of a majority in aggregate principal amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or have become immediately due and payable). After any such declaration of acceleration, and but before any a judgment or decree for the payment based on such declaration of the moneys due shall have been obtained or enteredacceleration, the Holders of a majority in aggregate principal amount of the Securities Senior Notes then outstanding may, under the Indenturecertain circumstances, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences of acceleration if any and all existing Events of Default under the Indenture with respect to the SecuritiesDefault, other than the nonpayment non- payment of principalaccelerated principal (or other specified amount), premium, or interest on Securities that shall not have become due by their terms, shall have been remedied cured or waived as provided in Section 6.04 of the Indenture. No Subject to the provisions of the Indenture relating to the duties of the Trustee in case an Event of Default shall occur and be continuing, the Trustee will be under no obligation to exercise any of its rights or powers under the Indenture at the request or direction of any of the Holders, unless such rescission Holders shall affect any subsequent Default have offered to the Trustee security or impair any right consequent theretoindemnity reasonably satisfactory to the Trustee. The Subject to such provisions for the indemnification of the Trustee and applicable law, the Holders of a majority in aggregate principal amount of Senior Notes then outstanding will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the Senior Notes. Except to enforce payment of the principal of or any premium or interest on a Senior Note on or after the applicable due date specified in such Senior Note, no Holder of a Senior Note will have any right to pursue any remedy with respect to the Indenture or the Senior Notes, unless (i) such Holder has previously given to the Trustee written notice of a continuing Event of Default with respect to the Senior Notes; (ii) the Holders of at least 25% in aggregate principal amount of the Securities by notice Senior Notes then outstanding have made written request, and such Holder or Holders have offered indemnity reasonably satisfactory to the Trustee may waive an existing Default to institute such proceeding; and its consequences except (iii) the Trustee has failed to institute such proceeding, and has not received from the Holders of a Default majority in the payment aggregate principal amount of the principal amount ofSenior Notes then outstanding a direction inconsistent with such request, premiumwithin 60 days after such notice, if any, request and accrued and unpaid interest on a Security. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent rightoffer.

Defaults and Remedies; Waiver. If an Event of Default occurs and is continuing, the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the outstanding SecuritiesNotes, subject to certain limitations, may declare the principal of, premium if any, and accrued and unpaid interest on all the Securities Notes due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest on all the Securities Notes will become and be immediately due and payable without any declaration or other act by the Trustee or any Holder of outstanding SecuritiesNotes. Holders of Securities Notes may not enforce the Indenture or the Securities Notes except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities Notes unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities Notes then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities Notes shall have been so declared due and payable (or have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the Holders of a majority in aggregate principal amount of the Securities Notes then outstanding under the Indenture, by written notice to the Issuer Company and the Trustee, may rescind and annul such declaration and its consequences if any and all existing Events of Default under the Indenture with respect to the SecuritiesNotes, other than the nonpayment of principal, premium, or interest on Securities Notes that shall not have become due by their terms, shall have been remedied or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. The Holders of a majority in principal amount of the Securities Notes by notice to the Trustee may waive an existing Default and its consequences except a Default in the payment of the principal amount of, of premium, if any, and accrued and unpaid interest on a SecurityNote. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent right.

Defaults and Remedies; Waiver. If an Event of Default occurs and is continuing, the Trustee or the Holders of not less than at least 25% in aggregate principal amount of the outstanding SecuritiesNotes, subject to certain limitations, may declare the principal of, premium if any, and accrued and unpaid interest on all the Securities Notes due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest on of all the Securities outstanding Notes will become and be immediately due and payable without any declaration or other act by the Trustee or any Holder of outstanding SecuritiesNotes. Holders of Securities Notes may not enforce the Indenture or the Securities Notes except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities Notes unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities Notes then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the The Holders of a majority in aggregate principal amount of the Securities then outstanding Notes under the Indenture, by written notice to the Issuer and the Trustee, may rescind and annul such declaration an acceleration and its consequences (other than nonpayment of principal of or premium or interest on or any Additional Amounts with respect to the Notes) if (i) the rescission would not conflict with any judgment or decree and (ii) all existing Events of Default under the Indenture with respect to the SecuritiesNotes have been cured or waived, other than the except nonpayment of principal, premium, interest or interest on Securities any Additional Amounts that shall not have become due by their terms, shall have been remedied or waived as provided in Section 6.04 solely because of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent theretoacceleration. The Holders of a majority in principal amount of the Securities then outstanding Notes by notice to the Trustee may waive an existing or past Default or Event of Default and its consequences except (i) a continuing Default or Event of Default in the payment of the principal amount of, or premium, if any, and accrued and unpaid or interest on or any Additional Amounts with respect to any Note or (ii) a Securitycontinued Default in respect of a provision that under Section 9.02 of the Indenture cannot be amended or supplemented without the consent of each Holder affected. When a Upon any such waiver, that Default is waivedshall cease to exist, it is and any Event of Default arising therefrom shall be deemed cured, to have been cured for every purpose of the Indenture; but no such waiver shall extend to any subsequent or other Default or impair any right consequent rightthereon.

Defaults and Remedies; Waiver. If an Event of Default with respect to any Securities at the time outstanding (other than an Event of Default specified in Section 6.01(4) or (5) of the Indenture with respect to the Company or, in the case of a Guaranteed Series of Securities, any Subsidiary Guarantor) occurs and is continuing, the Trustee or the Holders of not less than 25% in aggregate principal amount of the outstanding Securities by notice to the Company in writing (and to the Trustee, if given by Holders of the Securities, subject to certain limitations) specifying the Event of Default, may declare the principal amount of, premium if any, and accrued and unpaid interest on all the Securities due and payable immediately. In the case of an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and premium, if any, and accrued and unpaid interest to, but not including, the date of acceleration on all the Securities will to be due and payable. Upon such a declaration, such amounts shall be due and payable immediately. If an Event of Default specified in Section 6.01(4) or (5) of the Indenture with respect to the Company or, in the case of a Guaranteed Series of Securities, any Subsidiary Guarantor occurs, the principal amount of, premium, if any, and accrued and unpaid interest to, but not including, the date of such Event of Default on all the Securities shall ipso facto become and be immediately due and payable without any declaration or other act by on the part of the Trustee or any Holder of outstanding the Securities. Holders of Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Trustee may refuse to enforce the Indenture or the Securities unless it receives reasonable indemnification. Subject to certain limitations, Holders of a majority in aggregate principal amount of the Securities then outstanding may direct the Trustee in its exercise of any trust or power under the Indenture. At any time after the principal of the Securities shall have been so declared due and payable (or shall have become immediately due and payable), and before any judgment or decree for the payment of the moneys due shall have been obtained or enteredentered as provided in the Indenture, the Holders of a majority in aggregate principal amount of the Securities then outstanding under the Indentureoutstanding, by written notice to the Issuer Company and the Trustee, may rescind and annul such declaration and its consequences consequences, and waive such Event of Default, if any and all existing Events of Default under the Indenture with respect to the Securities, other than the nonpayment of accelerated principal, premiumpremium (if any), or interest (if any) on Securities that shall not have become due by their terms, shall have been remedied cured or waived as provided in Section 6.04 of the Indenture. No such rescission shall affect any subsequent Default or impair any right consequent thereto. The Holders of a majority in principal amount of the Securities by written notice to the Trustee may waive an existing Default with respect to the Securities and its consequences except a continuing Default in the payment of the principal amount of, premium, if any, and accrued and unpaid interest on a Security. When a Default is waived, it is deemed cured, but no such waiver shall extend to any subsequent or other Default or impair any consequent right. For the avoidance of doubt, subject to this paragraph and Section 6.02 of the Indenture, the Holders of a majority in aggregate principal amount of the then outstanding Securities may rescind an acceleration and its consequences, including any related payment default that resulted from such acceleration, with respect to the Securities. Holders of the Securities may not enforce the Indenture or the Securities except as provided in the Indenture. The Holders of a majority in aggregate principal amount of the then outstanding Securities may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee with respect to the Securities. However, the Trustee may refuse to follow any direction that conflicts with law or the Indenture, or subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder of the Securities or that would subject the Trustee to personal liability; provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. Prior to taking any action hereunder, the Trustee shall be entitled to indemnity reasonably satisfactory to it against all losses and expenses caused by taking or not taking such action.