Common use of Limitations on Suits Clause in Contracts

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it the Trustee against the costs, fees and expenses and liabilities to which might be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% a majority in principal amount outstanding of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 30 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 6030-day period by the Holders of a majority in principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2b) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right by virtue or by availing of any provision of this Indenture to institute any proceeding, judicial action or otherwise, proceeding at law or in equity or in bankruptcy or otherwise upon or under or with respect to this Indenture, or for the appointment of a receiver or trustee, receiver, liquidator, custodian or other similar official or for any other remedy hereunder, unless (1) unless such Holder has Hxxxxx previously shall have given written notice to the Trustee written notice of a continuing Event of Default default with respect to the Securities of such series; (2) series and of the continuance thereof, as hereinbefore provided, and unless also the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series then Outstanding shall have made written request to upon the Trustee to institute such action or proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders trustee hereunder and shall have offered to the Trustee such indemnity as is it may reasonably satisfactory to it require against the costs, expenses and liabilities to be incurred in compliance with such request; (4) therein or thereby and the Trustee for 60 sixty days after its receipt of such notice, request and offer of indemnity has shall have failed to institute any such proceeding; and (5) action or proceeding and no direction inconsistent with such written request has shall have been given to the Trustee during such 60-day period by the Holders of a majority in principal amount of the Outstanding Securities of such series; pursuant to Section 5.9, it being understood and intended intended, and being expressly covenanted by the Holder of every Security with every other Holder and the Trustee, that no one or more Holders of such Holders Securities of any series shall have any right in any manner whatever by virtue of, or by availing of, of any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders Holder of Securities of any other seriesSecurities, or to obtain or to seek to obtain priority over or preference over to any other Holders such Holder or to enforce any right under this Indenture, except in the manner herein provided and for the equal equal, ratable and ratable common benefit of all Holders of Securities of the applicable series. For the protection and enforcement of the provisions of this Section, each and every Securityholder and the Trustee shall be entitled to such Holdersrelief as can be given either at law or in equity.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities to liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, which might be incurred by the Trustee in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that . Notwithstanding the foregoing, no one or more of such Holders Holder shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 of the aggregate principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Noteholder shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or any Indenture Supplement, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Indenture Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than Noteholders holding Notes evidencing at least 25% in principal amount of the Series Outstanding Securities Amount of such series shall each Series of Outstanding Notes have made written request to the Indenture Trustee to institute proceedings such proceeding in respect of such Event of Default in its own name as the Indenture Trustee hereunder; (3c) such Holder Noteholder or Holders Noteholders have offered to the Indenture Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance complying with such request; (4d) the Indenture Trustee has failed to institute such proceedings for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceedingindemnity; and (5e) no direction inconsistent with such written request has been given to the Indenture Trustee during such 60-day period by the Holders of a majority in principal amount of the Outstanding Securities of such seriesMajority Investors; it being understood and intended that no one or more of such Holders Noteholders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, Noteholders or to obtain or to seek to obtain priority or preference over any other Holders Noteholders or to enforce any right under this Indenture, except in the manner herein provided provided. If the Indenture Trustee receives conflicting or inconsistent requests and for indemnity from two or more groups of Noteholders holding Notes, each evidencing less than a majority of the Series Outstanding Amount of each Series of Outstanding Notes, the Indenture Trustee shall act at the direction of the group of Noteholders holding Notes evidencing the greater amount of Notes; provided, however, that, notwithstanding any other provisions of this Indenture, if the Indenture Trustee receives conflicting or inconsistent requests and indemnity from two or more groups of Noteholders holding an equal and ratable benefit amount of all such HoldersNotes, the Indenture Trustee in its sole discretion may determine what, if any, action shall be taken.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or the Securities, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesSecurities; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such seriesSecurities; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such HoldersHolders (it being further understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to any such Holder).

Limitations on Suits. No Holder holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2i) in the Holders case of an Event of Default specified in clause (a), (b), (d) or (e) of the definition thereof with respect to Securities of such series, holders of not less than 25% %, or (ii) in the case of an Event of Default specified in clause (c) or (f) of the definition thereof with respect to Securities of such series (unless, in the case of clause (g), otherwise provided for in the terms of the Securities of such series pursuant to Section 2.2), holders of not less than a majority, in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder holder or Holders holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders holders of a majority in principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security of such series to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesholders, or to obtain or to seek to obtain priority or preference over any other Holders such holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersholders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Debenture shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series Debentures shall have made a written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such seriesDebentures; it being understood and intended that no one or more Holders of such Holders Debentures shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesDebentures, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersthe Holders of Debentures.

Limitations on Suits. No Holder Except as provided in Section 6.2(b), no holder of any Security of any series or any Coupons appertaining thereto Note issued hereunder shall have any the right to institute any proceedingsuit, judicial action or otherwiseproceeding at law or in equity, with respect to this Indenture, or for the appointment execution of a receiver any trust or trustee, power granted to the Trustees under this Indenture or any other Credit Document or for any other remedy hereunderunder or upon this Indenture or any other Credit Document, unless unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2a) the Majority Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to Written Request upon the applicable Trustee to exercise the powers hereinbefore granted or to institute proceedings in respect of such Event of Default action, suit or proceeding in its own name as Trustee hereunder; name; (3b) such Holder holder or Holders said holders shall have offered to such applicable Trustee the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses as provided under Section 9.3(f); and liabilities (c) such applicable Trustee shall have refused or failed to be incurred in compliance comply with such request; Written Request for a period of thirty (430) the Trustee for 60 days after its receipt of such noticeWritten Request shall have been received by it. Such notification, request and request, offer of indemnity has failed and refusal or failure are hereby declared, in every case, to institute any such proceeding; and (5) no direction inconsistent with such written request has been given be conditions precedent to the Trustee during such 60-day period exercise by the Holders any holder of a majority in principal amount Note of the Outstanding Securities of such seriesany remedy hereunder; it being understood and intended that no one or more holders of such Holders Notes shall have any right in any manner whatever by virtue ofits or their action to enforce any right under this Indenture or any other Credit Document, or by availing ofexcept in the manner herein provided, and that all judicial proceedings to enforce any provision of this Indenture or any Security to affectother Credit Document shall be instituted, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except had and maintained in the manner herein or any other Credit Document provided and for the equal and ratable proportionate benefit of all such Holdersholders of the Outstanding Notes.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Securities shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such that Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such that Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders of a majority or more in aggregate principal amount of the Outstanding Securities of such seriesSecurities; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such the Holders. These limitations shall not apply, however, to a suit instituted by any Holder to enforce the payment of the principal of and premium, if any, interest or Liquidated Damages, if any, on that Holder's Security on or after the respective due dates expressed in that Security or in the Registration Rights Agreement.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, bring a claim with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunderpursue the claim; (3) if requested, such Holder or Holders have offered furnished the Trustee security or an indemnity satisfactory to the Trustee such indemnity as is reasonably satisfactory to it against the costsany loss, expenses and liabilities liability or expense to be incurred in compliance with such request; (4) the Trustee for 60 days after its receipt of such notice, request and offer of security or indemnity has failed to institute pursue the claim, make such appointment or seek any such proceedingother remedy; 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right by virtue or by availing of any provision of this Indenture to institute any proceeding, judicial action or otherwise, proceeding at law or in equity or in bankruptcy or otherwise upon or under or with respect to this Indenture, or for the appointment of a receiver trustee, receiver, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any actions or forbearances on the part of any Holders are unduly prejudicial to such other Holders).

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to may institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or the Securities of such series, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1i) such Holder has previously given written notice to the Trustee written notice of a continuing Event of Default with respect to the Securities of such series; (2ii) the Holders of not less than at least 25% in aggregate principal amount of the Outstanding outstanding Securities of all such series affected shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it the Trustee against the any costs, liabilities or expenses and liabilities to be incurred in compliance with such request; (4iv) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5v) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by period, the Holders of a majority in aggregate principal amount of the Outstanding outstanding Securities of all such series; it being understood and intended affected series have not given the Trustee a direction that no one or more of is inconsistent with such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of written request. A Holder may not use this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, another Holder or to obtain a preference or to seek to obtain priority or preference over any such other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such HoldersHolder.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2b) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it in its reasonable judgment against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2ii) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) hereunder with respect to such series of Securities and such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4iii) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5iv) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% a majority in principal amount outstanding of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 30 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 6030-day period by the Holders of a majority in principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security Note of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities Notes of such series; (2) the Holders of not less than 25% a majority in principal amount outstanding of the Outstanding Securities Notes of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 30 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 6030-day period by the Holders of a majority in principal amount of the Outstanding Securities Notes of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security Note to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities Notes of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (a) in the case of an Event of Default specified in clause (1), (2), (5) and (6) of the definition thereof, Holders of not less than 25% %, or (b) in the case of an Event of Default other than as specified in clause (1), (2), (5) and (6) of the definition thereof, Holders of not less than a majority, in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto related coupons shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) an Event of Default with respect to such series shall have occurred and be continuing and such Holder has shall have previously given written notice to the Trustee of a such continuing Event of Default with respect to the Securities of such that series; (2b) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 principal amount of the Outstanding Securities of such that series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other of such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other of such Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all of such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such security or indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right by virtue or by availing of any provision of this Indenture or of any supplemental indenture to institute any proceeding, judicial action or otherwise, proceeding at law or in equity or in bankruptcy or otherwise upon or under or with respect to this Indenture, or for the appointment of a receiver trustee, receiver, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity and security as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any actions or forbearances on the part of any Holders are unduly prejudicial to such other Holders).

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it . It being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2i) in the Holders case of an Event of Default specified in clause (a), (b), (c), (e) or (f) of the definition thereof with respect to Securities of such series, holders of not less than 25% %, or (ii) in the case of an Event of Default specified in clause (d) or (g) of the definition thereof with respect to Securities of such series (unless, in the case of clause (g), otherwise provided for in the terms of the Securities of such series pursuant to Section 2.02), holders of not less than a majority, in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder holder or Holders holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders holders of a majority in principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security of such series to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesholders, or to obtain or to seek to obtain priority or preference over any other Holders such holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersholders.

Limitations on Suits. No Holder of any Security Note of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities Notes of such series; (2) the Holders of not less than 25% a majority in principal amount outstanding of the Outstanding Securities Notes of such that series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 30 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 6030-day period by the Holders of a majority in principal amount of the Outstanding Securities Notes of such that series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No A Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, may not pursue a remedy with respect to this Indenture, Indenture or for the appointment of a receiver or trustee, or for any other remedy hereunder, Securities unless: (1) such the Holder has previously given written notice to the Trustee written notice of a continuing Event of Default with respect to the Securities of such seriesDefault; (2) the Holders of not less than at least 30% (or 25% in the case of an Event of Default with respect to payment of principal of and interest on the Securities) in principal amount of the Outstanding then outstanding Securities of such series shall have made a written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunderpursue the remedy; (3) such Holder or Holders have offered offer to the Trustee such reasonable indemnity as is reasonably satisfactory to it the Trustee against the costsany loss, expenses and liabilities liability or expense to be incurred or reasonably probable to be incurred in compliance with such request; (4) the Trustee for does not comply with the request within 60 days after its receipt of such notice, the request and the offer of indemnity has failed to institute any such proceedingindemnity; 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 Outstanding then outstanding Securities of such series; do not give the Trustee a direction which is inconsistent with the request, it being understood and intended that no one or more of such Holders shall have any right in any manner whatever whatsoever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such the Holders.

Limitations on Suits. No Holder Except to enforce the rights given under Sections 8.02(a), 8.05 and 8.12, no holder of any Security of any series or any Coupons appertaining thereto Bond shall have any right to institute any proceedingsuit, judicial action or otherwise, with respect to proceeding in equity or at law for the enforcement of this Indenture, Indenture or for the appointment execution of a receiver any trust thereof or trustee, or for any other remedy hereunder, unless unless (1a) a default has occurred of which the Trustee has been notified as provided in Section 9.05, or of which by such Section it is deemed to have notice, (b) such Holder has previously given written notice to the Trustee of a continuing default shall have become an Event of Default with respect to and the Securities holders of such series; (2) the Holders of not less than at least 25% in aggregate principal amount of the Bonds Outstanding Securities of such series shall have made written request to the Trustee and shall have offered it reasonable opportunity either to proceed to exercise the powers hereinbefore granted or to institute proceedings such action, suit or proceeding in respect of its own name, (c) such Event of Default holders have provided to the Trustee indemnity as provided in Section 9.01(d), (d) the Trustee for sixty (60) days after such notice shall fail or refuse to exercise the powers hereinbefore granted, or to institute such action, suit or proceeding in its own name as Trustee hereunder; (3) such Holder or Holders have offered to in the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 days after its receipt name of such noticeholders, request and offer of indemnity has failed to institute any such proceeding; and (5e) no direction inconsistent with such written request has been given to the Trustee during such 60-60 day period by the Holders holders of a majority in aggregate principal amount of the Outstanding Securities Bonds Outstanding, and (f) notice of such seriesaction, suit or proceeding is given to the Trustee; it being understood and intended that no one or more holders of such Holders the Bonds shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security whatsoever to affect, disturb or prejudice the rights of any other such Holders this Indenture by its, his or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders their action or to enforce any right under this Indenturehereunder except in the manner herein provided, except and that all proceedings at law or in equity shall be instituted and maintained in the manner herein provided and for the equal and ratable benefit of the holders of all such HoldersBonds Outstanding. The notification, request and offer of indemnity set forth in the preceding paragraph, at the option of the Trustee, shall be conditions precedent to the execution of the powers and trusts in this Indenture and to any action or cause of action for the enforcement of this Indenture or for any other remedy hereunder.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No As provided in and subject to the provisions of the Indenture, the Holder of any this Security of any series or any Coupons appertaining thereto shall not have any the right to institute any proceeding, judicial or otherwise, proceeding with respect to this Indenture, the Indenture or for the appointment of a receiver or trustee, trustee or for any other remedy hereunderthereunder, unless: (1i) such Holder Xxxxxx has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such this series; (2ii) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request; (4iv) the Trustee Trustee, for 60 days after its receipt of such notice, request and offer of indemnity indemnity, has failed to institute any such proceeding; and (5v) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders this series at the time Outstanding. The foregoing shall have not apply to any right in any manner whatever suit instituted by virtue of, or by availing of, any provision the Holder of this Indenture Security for the enforcement of any payment of principal hereof or any Security to affectpremium, disturb Make-Whole Amount, Additional Amount or prejudice interest hereon on or after the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersrespective due dates expressed herein.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Securities shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders of a majority or more in aggregate principal amount of the Outstanding Securities of such seriesSecurities; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such the Holders.

Limitations on Suits. No Holder of may pursue any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, remedy with respect to this IndentureIndenture or the Notes (except to enforce (x) its rights to receive the principal of, or for the appointment of a receiver or trusteeRedemption Price, Fundamental Change Repurchase Price for, or for interest on, any other remedy hereunderNotes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (1A) such Holder has previously given written notice delivered to the Trustee of a continuing or the Collateral Agent, as applicable, written notice that an Event of Default with respect to the Securities of such seriesis continuing; (2B) the Holders of not less than at least twenty five percent (25% %) in aggregate principal amount of the Outstanding Securities of such series shall have made Notes then outstanding deliver a written request to the Trustee or the Collateral Agent, as applicable, to institute proceedings in respect of pursue such Event of Default in its own name as Trustee hereunderremedy; (3C) such Holder or Holders have offered offer and, if requested, provide to the Trustee such or the Collateral Agent, as applicable, security and indemnity as is reasonably satisfactory to it the Trustee or the Collateral Agent, as applicable, against any loss, liability or expense to the costsTrustee or the Collateral Agent, expenses and liabilities to be incurred in compliance with as applicable, that may result from the following such request; (4D) the Trustee for 60 or the Collateral Agent, as applicable, does not comply with such request within sixty (60) calendar days after its receipt of such notice, request and such offer of indemnity has failed to institute any such proceeding; security or indemnity; and (5E) no direction inconsistent with such written request has been given to the Trustee during such sixty (60-) calendar day period by the period, Holders of a majority in aggregate principal amount of the Outstanding Securities Notes then outstanding do not deliver to the Trustee or the Collateral Agent, as applicable, a written direction that is inconsistent with such request. A Holder of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of a Note may not use this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, another Holder or to obtain a preference or priority over another Holder. Neither the Trustee nor the Collateral Agent will have any duty to seek to obtain priority or preference over determine whether any other Holders or to enforce any right under Holder’s use of this Indenture, except in Indenture complies with the manner herein provided and for the equal and ratable benefit of all such Holderspreceding sentence.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it the Trustee against the costs, fees and expenses and liabilities to which might be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default or other default hereunder or under the related Security with respect to the Securities of such series; (2) the Holders of not less than 25% 25 percent in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default or default in its own name as Trustee hereunder; (3) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such security or indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders (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).

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto the Notes shall have any right to institute any proceeding, judicial or otherwise, bring a claim with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesNotes; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series Notes shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunderpursue the claim; (3) if requested, such Holder or Holders have offered furnished the Trustee security or an indemnity reasonably satisfactory to the Trustee such indemnity as is reasonably satisfactory to it against the costsany loss, expenses and liabilities liability or expense to be incurred in compliance with such request; (4) the Trustee for 60 days after its receipt of such notice, request and offer of security or indemnity has failed to institute pursue the claim, make such appointment or seek any such proceedingother remedy; 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 principal amount of the Outstanding Securities of such seriesNotes; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security the Notes to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesthe Notes, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.”

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, of or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Note shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series Notes shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3c) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it the Trustee against the costs, expenses and liabilities to be incurred in compliance with such requestrequest (including reasonable fees of counsel); (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 principal amount of the Outstanding Securities of such seriesNotes; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security Note to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than twenty-five percent (25% %) in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 sixty (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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.to

Limitations on Suits. No Except as provided in Section 508 or 516, no Holder of any Security of any series or any Coupons appertaining thereto or holder of Preferred Securities of the Trust, if any, that is the Holder of Securities of that series, shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, trustee or for any other remedy hereunder, unless: (1) such Holder or holder of Preferred Securities has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series or the holders of not less than 25% in aggregate liquidation amount of such outstanding Preferred Securities shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders of such Outstanding Securities of such series or the holder or holders of such outstanding Preferred Securities have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such seriesseries or the holders of a majority in aggregate liquidation amount of such outstanding Preferred Securities; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Outstanding Securities of any other series, such series or to obtain the holder or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit holders of all such Holders.outstanding Preferred Securities shall

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or such Security, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2ii) the Holders of not less than twenty-five percent (25% %) in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, out of pocket costs and expenses and court costs, to be incurred in compliance with such request; (4iv) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5v) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% a majority in principal amount outstanding of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request;; 44 (4) the Trustee for 60 30 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 6030-day period by the Holders of a majority in principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No As provided in and subject to the provisions of the Indenture, the Holder of any this Security of any series or any Coupons appertaining thereto shall not have any the right to institute any proceeding, judicial or otherwise, proceeding with respect to this Indenture, the Indenture or for the appointment of a receiver or trustee, trustee or for any other remedy hereunderthereunder, unless : (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such this series; ; (2ii) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; ; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; ; (4iv) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and and (5v) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders this series at the time Outstanding. The foregoing shall have not apply to any right in any manner whatever suit instituted by virtue of, or by availing of, any provision the Holder of this Indenture Security for the enforcement of any payment of principal hereof or any Security to affectpremium, disturb Make-Whole Amount, Additional Amount or prejudice interest hereon on or after the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersrespective due dates expressed herein.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2ii) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) hereunder and such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4iii) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5iv) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Owner shall have any the right to institute any proceedingsuit, judicial action or otherwiseproceeding at law or in equity, with respect to this Indenture, or for the appointment enforcement of a receiver any trust or trustee, power granted to the Trustee under this Indenture or any Security Document or for any other remedy hereunderunder or upon this Indenture, unless the Notes, or any Security Document, unless (1a) such Holder has previously given written notice to the Trustee a Supermajority of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series Owners shall have made written request to Written Request upon the Trustee to exercise the powers herein granted or to institute proceedings in respect of such Event of Default action, suit or proceeding in its own name as Trustee hereunder; name; (3b) such Holder or Holders Owners shall have offered to the Trustee such the security and indemnity as is reasonably satisfactory to it against the costs, expenses as provided under Section 10.3(f); and liabilities to be incurred in compliance with such request; (4c) the Trustee shall have refused or failed to comply with such Written Request for 60 a period of thirty (30) days after its receipt of such noticeWritten Request shall have been received by it. Such notification, request and request, offer of indemnity has failed and refusal or failure are hereby declared, in every case, to institute any such proceeding; and (5) no direction inconsistent with such written request has been given be conditions precedent to the Trustee during such 60-day period exercise by the Holders any Owner of a majority in principal amount of the Outstanding Securities of such seriesany remedy hereunder; it being understood and intended that no one or more Owners of such Holders Notes shall have any right in any manner whatever by virtue of, its or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or their action to enforce any right under this Indenture, the Notes or any Security Document, except in the manner herein provided, and that all judicial proceedings to enforce any provision of this Indenture, the Notes or any other Security Document shall be instituted, had and maintained in the manner herein or any other Security Document provided and for the equal and ratable proportionate benefit of all such HoldersOwners of the Outstanding Notes.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Noteholder shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or any Indenture Supplement, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Indenture Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25Noteholders holding Notes evidencing at least 33-1/3% in principal amount of the Series Outstanding Securities Amount of such series shall each Series of Outstanding Notes have made written request to the Indenture Trustee to institute proceedings such proceeding in respect of such Event of Default in its own name as the Indenture Trustee hereunder; (3c) such Holder Noteholder or Holders Noteholders have offered to the Indenture Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance complying with such request; (4d) the Indenture Trustee has failed to institute such proceedings for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceedingindemnity; and (5e) no direction inconsistent with such written request has been given to the Indenture Trustee during such 60-day period by the Holders of a majority in principal amount of the Outstanding Securities of such seriesMajority Investors; it being understood and intended that no one or more of such Holders Noteholders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, Noteholders or to obtain or to seek to obtain priority or preference over any other Holders Noteholders or to enforce any right under this Indenture, except in the manner herein provided provided. If the Indenture Trustee receives conflicting or inconsistent requests and for indemnity from two or more groups of Noteholders holding Notes, each evidencing less than a majority of the Series Outstanding Amount of each Series of Outstanding Notes, the Indenture Trustee shall act at the direction of the group of Noteholders holding Notes evidencing the greater amount of Notes; provided, however, that, notwithstanding any other provisions of this Indenture, -------- ------- if the Indenture Trustee receives conflicting or inconsistent requests and indemnity from two or more groups of Noteholders holding an equal and ratable benefit amount of all such HoldersNotes, the Indenture Trustee in its sole discretion may determine what, if any, action shall be taken.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture Indenture, any Security or any Security Subsidiary Guarantee, if any, to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless unless (1) such Holder Xxxxxx has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; ; (2) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is or security reasonably satisfactory to it against the losses, damages, costs, expenses and liabilities liabilities, including reasonable attorneys’ fees, costs and expenses and court costs, to be incurred in compliance with such request; ; (4) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.. Section 508. Unconditional Right of Holders to Receive Principal and any Premium, Interest and Additional Amounts. Notwithstanding any other provision in this Indenture, the Holder of any Security or Coupon shall have the right, which is absolute and unconditional, to receive payment of the principal of, and premium, if any, and (subject to Sections 305 and 307) interest, if any, on and any Additional Amounts with respect to such Security or such Coupon, as the case may be, on the respective Stated Maturity or Maturities therefor specified in such Security or Coupon (or, in the case of redemption, on the Redemption Date or, in the case of repayment pursuant to Article Thirteen hereof at the option of such Holder if provided in or pursuant to this Indenture, on the date such repayment is due) and, in the case of any Security which is convertible into or exchangeable for other securities or property, to convert or exchange, as the case may be, such Security in accordance with its terms, and to institute suit for the enforcement of any such payment and any such right to convert or exchange, and such right shall not be impaired without the consent of such Holder. 49

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Noteholder shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or any Indenture Supplement, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Indenture Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than Noteholders holding Notes evidencing at least 25% in principal amount of the Series Outstanding Securities Amount of such series shall each Series of Outstanding Notes have made written request to the Indenture Trustee to institute proceedings such proceeding in respect of such Event of Default in its own name as the Indenture Trustee hereunder; (3c) such Holder Noteholder or Holders Noteholders have offered to the Indenture Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance complying with such request; (4d) the Indenture Trustee has failed to institute such proceedings for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceedingindemnity; and (5e) no direction inconsistent with such written request has been given to the Indenture Trustee during such 60-day period by the Holders of a majority in principal amount of the Outstanding Securities of such seriesMajority Investors; it being understood and intended that no one or more of such Holders Noteholders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, Noteholders or to obtain or to seek to obtain priority or preference over any other Holders Noteholders or to enforce any right under this Indenture, except in the manner herein provided provided. If the Indenture Trustee receives conflicting or inconsistent requests and for indemnity from two or more groups of Noteholders holding Notes, each evidencing less than a majority of the Series Outstanding Amount of each Series of Outstanding Notes, the Indenture Trustee shall act at the direction of the group of Noteholders holding Notes evidencing the greater amount of Notes; PROVIDED, HOWEVER, that, notwithstanding any other provisions of this Indenture, if the Indenture Trustee receives conflicting or inconsistent requests and indemnity from two or more groups of Noteholders holding an equal and ratable benefit amount of all such HoldersNotes, the Indenture Trustee in its sole discretion may determine what, if any, action shall be taken.

Limitations on Suits. No Holder of any Security Senior Note of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities Senior Notes of such that series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities Senior Notes of such that series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 60-60 day period by the Holders of a majority in principal amount of the Outstanding Securities Senior Notes of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable rateable benefit of all such the Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Noteholder shall have any right to institute any proceeding, judicial or otherwise, with respect to this IndentureIndenture or any Indenture Supplement, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Indenture Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than Noteholders holding Notes evidencing at least 25% in principal amount of the Series Outstanding Securities Amount of such series shall each Series of Outstanding Notes have made written request to the Indenture Trustee to institute proceedings such proceeding in respect of such Event of Default in its own name as the Indenture Trustee hereunder; (3c) such Holder Noteholder or Holders Noteholders have offered to the Indenture Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance complying with such request; (4d) the Indenture Trustee has failed to institute such proceedings for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceedingindemnity; and (5e) no direction inconsistent with such written request has been given to the Indenture Trustee during such 60-day period by the Holders of a majority in principal amount of the Outstanding Securities of such seriesMajority Investors; it being understood and intended that no one or more of such Holders Noteholders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, Noteholders or to obtain or to seek to obtain priority or preference over any other Holders Noteholders or to enforce any right under this Indenture, except in the manner herein provided provided. If the Indenture Trustee receives conflicting or inconsistent requests and indemnity from two or more groups of Noteholders holding Notes, each evidencing less than a majority of the Series Outstanding Amount of each Series of Outstanding Notes, the Indenture Trustee shall act at the direction of the group of Noteholders holding Notes evidencing the greater amount of Notes; provided, however, that, notwithstanding any other provisions of this Indenture, if the Indenture Trustee receives conflicting or inconsistent requests and indemnity from two or more groups of Noteholders holding an equal amount of Notes, the Indenture Trustee may petition a court of competent jurisdiction for the equal and ratable benefit of all such Holdersdirection as to what, if any, action is to be taken.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders Holden have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders Holden or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Notes shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such series Notes at the time outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunderDefault; (3c) such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 Outstanding Securities of such seriesoutstanding Notes; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security Note to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesNotes, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No As provided in and subject to the provisions of the Indenture, the Holder of any this Security of any series or any Coupons appertaining thereto shall not have any the right to institute any proceeding, judicial or otherwise, proceeding with respect to this Indenture, the Indenture or for the appointment of a receiver or trustee, trustee or for any other remedy hereunderthereunder, unless: (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such this series; (2ii) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request; (4iv) the Trustee Trustee, for 60 days after its receipt of such notice, request and offer of indemnity indemnity, has failed to institute any such proceeding; and (5v) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders this series at the time Outstanding. The foregoing shall have not apply to any right in any manner whatever suit instituted by virtue of, or by availing of, any provision the Holder of this Indenture Security for the enforcement of any payment of principal hereof or any Security to affectpremium, disturb Make-Whole Amount, Additional Amount or prejudice interest hereon on or after the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersrespective due dates expressed herein.

Limitations on Suits. No Holder Except as provided in Section 7.2(b), no holder of any Security of any series or any Coupons appertaining thereto Note issued hereunder shall have any the right to institute any proceedingsuit, judicial action or otherwiseproceeding at law or in equity, with respect to this Indenture, or for the appointment execution of a receiver any trust or trustee, power granted to the Trustees under this Indenture or any other Project Document or for any other remedy hereunderunder or upon this Indenture or any other Project Document, unless unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2a) the Required Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to Written Request upon the applicable Trustee to exercise the powers herein granted or to institute proceedings in respect of such Event of Default action, suit or proceeding in its own name as Trustee hereunder; name; (3b) such Holder holder or Holders said holders shall have offered to such applicable Trustee the Trustee such security and indemnity as is reasonably satisfactory to it against the costs, expenses as provided under Section 10.3(f); and liabilities (c) such applicable Trustee shall have refused or failed to be incurred in compliance comply with such request; Written Request for a period of thirty (430) the Trustee for 60 days after its receipt of such noticeWritten Request shall have been received by it. Such notification, request and request, offer of indemnity has failed and refusal or failure are hereby declared, in every case, to institute any such proceeding; and (5) no direction inconsistent with such written request has been given be conditions precedent to the Trustee during such 60-day period exercise by the Holders any holder of a majority in principal amount Note of the Outstanding Securities of such seriesany remedy hereunder; it being understood and intended that no one or more holders of such Holders Notes shall have any right in any manner whatever by virtue ofits or their action to enforce any right under this Indenture or any other Project Document, or by availing ofexcept in the manner herein provided, and that all judicial proceedings to enforce any provision of this Indenture or any Security to affectother Project Document shall be instituted, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except had and maintained in the manner herein or any other Project Document provided and for the equal and ratable proportionate benefit of all such Holdersholders of the Outstanding Notes.

Limitations on Suits. No Except as provided in Sections 508 or 516, no Holder of any Security of any series or any Coupons appertaining thereto thereto, or holder of Preferred Securities of the Trust, if any, that is the Holder of Securities of that series, shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, the Guarantees, the Securities of any series or any Coupons appertaining thereto, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder or holder of Preferred Securities has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series or the holders of not less than 25% in aggregate amount of such outstanding Preferred Securities shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3) such Holder or Holders of such Outstanding Securities of such securities or the holder or holders of such outstanding Preferred Securities have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such seriesseries or the holders of a majority in aggregate liquidation amount of such outstanding Preferred Securities; it being understood and intended that no one or more of such Holders of such Outstanding Securities of such series or the holder or holders of such outstanding Preferred Securities shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security or Guarantee to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesseries or holder or holders of Preferred Securities of another Trust, or to obtain or to seek to obtain priority or preference over any other Holders of such Outstanding Securities of such series or the holder or holders of such outstanding Preferred Securities or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto Securities shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such seriesDefault; (2b) the Holders of not less than 25% in principal amount of aggregate Principal Amount at the Outstanding Securities of such series time outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunderDefault; (3c) such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5e) 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 principal amount aggregate Principal Amount of the Outstanding Securities of such seriesoutstanding Securities; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other seriesSecurities, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; ; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; ; (4) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders. Section 508. Unconditional Right of Holders to Receive Principal and any Premium, Interest and Additional Amounts. Notwithstanding any other provision in this Indenture, the Holder of any Security or Coupon shall have the right, which is absolute and unconditional, to receive payment of the principal of, any premium and (subject to Sections 305 and 307) interest on, and any Additional Amounts with respect to such Security or payment of such Coupon, as the case may be, on the respective Stated Maturity or Maturities therefor specified in such Security or Coupon (or, in the case of redemption, on the Redemption Date or, in the case of repayment at the option of such Holder if provided in or pursuant to this Indenture, on the date such repayment is due) and to institute suit for the enforcement of any such payment, and such right shall not be impaired without the consent of such Holder. Section 509.

Limitations on Suits. No As provided in and subject to the provisions of the Indenture, the Holder of any this Security of any series or any Coupons appertaining thereto shall not have any the right to institute any proceeding, judicial or otherwise, proceeding with respect to this Indenture, the Indenture or for the appointment of a receiver or trustee, trustee or for any other remedy hereunderthereunder, unless: (1i) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such this series; (2ii) the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of such this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; (3iii) such Holder or Holders have offered to the Trustee such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4iv) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and (5v) 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 Outstanding Securities of such series; it being understood and intended that no one or more of such Holders this series at the time Outstanding. The foregoing shall have not apply to any right in any manner whatever suit instituted by virtue of, or by availing of, any provision the Holder of this Indenture Security for the enforcement of any payment of principal hereof or any Security to affectpremium, disturb Make-Whole Amount, Additional Amount or prejudice interest hereon on or after the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holdersrespective due dates expressed herein.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, the Guarantees, the Securities of any series or any Coupons appertaining thereto, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless: (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than 25% in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) 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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto related coupons shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless : (1a) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such that series; ; (2b) the Holders of not less than 25% in principal amount of the Outstanding Securities of such that series shall have made written request to the Trustee to institute proceedings in respect of such Event of Default in its own name as Trustee hereunder; ; (3c) such Holder or Holders have offered to the Trustee such reasonable indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; ; (4d) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute any such proceeding; and and (5e) 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 principal amount of the Outstanding Securities of such that series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other of such Holders or Holders of Securities of any other seriesHolders, or to obtain or to seek to obtain priority or preference over any other of such Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all of such Holders. Section 508.

Limitations on Suits. No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless (1) such Holder has previously given written notice to the Trustee of a continuing Event of Default with respect to the Securities of such series; (2) the Holders of not less than twenty-five percent (25% %) in principal amount of the Outstanding Securities of such series shall have made written request to the 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 such indemnity as is reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; (4) the Trustee for 60 sixty (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 principal amount of the Outstanding Securities of such series; it being understood and intended that no one or more of such Holders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture or any Security to affect, disturb or prejudice the rights of any other such Holders or Holders of Securities of any other series, or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided and for the equal and ratable benefit of all such Holders.