Common use of Limitation on Suit Clause in Contracts

Limitation on Suit. No Holder of any Note may pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the outstanding Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes (including conversion rights) or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes Securities then Outstanding outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes Securities then Outstanding outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate of the principal amount of the Notes then Outstanding Debentures shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate of the principal amount of the Notes then Outstanding Debentures (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders Holder of at least 25% in aggregate principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Outstanding Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; PROVIDED, HOWEVER, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate of the principal amount of the Notes then Outstanding CODES shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate of the principal amount of the Notes then Outstanding CODES (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Debenture shall have any right to pursue any remedy with respect to this Indenture or the Notes Debentures (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Debentures shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Debentures (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to -------- ------- prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal of the Principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c3) such Holder or Holders have offered to the Trustee indemnity reasonably satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal of the Principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may pursue Security shall have any remedy with respect right to this Indenture or the Notes (including instituting institute any proceeding, judicial or otherwise, with respect to this Indenture Indenture, or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes for any other remedy hereunder, unless: (a1) such Holder has previously given written notice to the Trustee of an a continuing Event of Default that is continuingDefault; (b2) the Holders of at least not less than 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against the Trusteecosts, expenses and liabilities to pursue the remedybe incurred in compliance with such request; (c4) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; it being understood and intended that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of indemnity. A Holder of Notes may not use this Indenture to affect, disturb or prejudice the rights of another Holder any other of Notes such Holders, or to obtain a or seek to obtain priority or preference over any other of such Holders or priority over another Holder to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to all such Holders).

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Principal of the Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal of the Principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and UK/1309140/10 - 31 - 246135/70-40262323 (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Outstanding Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of shall have any Note may right to pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate of the principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate of the principal amount of the Notes then Outstanding (Notes; provided, however, that no one or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (ai) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (bii) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (iii) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (civ) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (v) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the outstanding Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes (including conversion rights) or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of shall have any Note may right to pursue any remedy with respect to this Indenture or the Notes (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate of the principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate of the principal amount of the Notes then Outstanding (Notes; provided, however, that no one or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate of the principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in of the aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Majority Holders of a majority in aggregate principal amount of the Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall have offered to the Trustee indemnity satisfactory to the Trustee, to pursue the remedy; (c) such Holder or Holders have furnished to the Trustee indemnity satisfactory to it against any costs, expenses and liabilities incurred in complying with such request; (d) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and furnishing of indemnity; and (e) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may shall have any right to pursue any remedy with respect to this Indenture or the Notes (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Outstanding Notes then Outstanding shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (c4) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (5) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Outstanding Notes then Outstanding (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; PROVIDED, HOWEVER, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may pursue Security shall have any remedy with respect right to this Indenture or the Notes (including instituting institute any proceeding, judicial or otherwise, with respect to this Indenture Indenture, or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes for any other remedy hereunder, unless: (a1) such Holder has previously given written notice to the Trustee of an a continuing Event of Default that is continuingDefault; (b2) the Holders of at least not less than 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders have offered to the Trustee indemnity satisfactory to it against the Trusteecosts, expenses and liabilities to pursue the remedybe incurred in compliance with such request; (c4) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; it being understood and intended that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of indemnity. A Holder of Notes may not use this Indenture to affect, disturb or prejudice the rights of another Holder any other of Notes such Holders, or to obtain a or seek to obtain priority or preference over any other of such Holders or priority over another Holder to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to all such Holders).

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including including, instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (a1) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b2) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have (i) made a written request to the Trustee, Trustee to pursue the remedy and shall have (ii) offered reasonable security or indemnity to the Trustee indemnity satisfactory to against any costs, liability or expense of the Trustee, to pursue the remedy; (c3) the Trustee has failed to comply with the request for 60 calendar days after its receipt of such notice, request and offer of indemnity; and (4) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.

Limitation on Suit. No Holder of any Note may Security shall have any right to pursue any remedy with respect to this Indenture or the Notes Securities (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of or premium on, if any, or interest on the Notes ) unless: (ai) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (bii) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding Securities shall have made a written request to the Trustee, and shall Trustee to pursue the remedy; (iii) such Holder or Holders have offered to the Trustee indemnity satisfactory to the Trusteeit against any costs, to pursue the remedyexpenses and liabilities incurred in complying with such request; (civ) the Trustee has failed to comply with the request for 60 days after its receipt of such notice, request and offer of indemnity; and (v) during such 60-day period, no direction inconsistent with such written request has been given to the Trustee by the Holders of a majority in aggregate principal amount of the Notes then Outstanding Securities (or such amount as shall have acted at a meeting pursuant to the provisions of this Indenture); (d) such Holder ; provided, however, that no one or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any costs, liabilities or expenses incurred in complying with such request; and (e) the Trustee has failed to comply with the request for 60 days after the receipt more of such request and an offer of indemnity. A Holder of Notes Holders may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders)Holder.