Common use of No Payment if Senior Indebtedness in Default Clause in Contracts

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the acceleration, demand or maturity of any Senior Indebtedness whether by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by the Guarantor is made on account of the Debenture LiabilitiesSenior Preferred Share Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor permits the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures Senior Preferred Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Guarantor with respect to the Debenture Liabilities Senior Preferred Share Obligations, and neither the Security Trustee nor the holders of Debentures Holders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from the Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Senior Preferred Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from the Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of the Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the acceleration, demand or maturity of any Senior Indebtedness by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by the Guarantor is made on account of the Debenture LiabilitiesClass A Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Guaranteed Class A Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Guarantor with respect to the Debenture Liabilities Class A Preferred LP Unit Obligations, and neither the Security Trustee nor the holders of Debentures Holders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from the Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Class A Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from the Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of the Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.12, all such Senior Indebtedness of Crailar US shall first be paid in full, or shall first have been duly provided for, before any payment is made on account by Crailar US under the Crailar US Guaranty and Security Agreement and all such Senior Indebtedness of the Debenture LiabilitiesCorporation shall first be paid in full, or shall first have been duly provided for, before any payment is made by the Corporation under the Debentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of the Corporation permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.85.12) with respect to under the Debenture Liabilities Debentures and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.85.12), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. For greater certainty, this Section 5.9 shall not restrict the Debentureholders or the Trustee from demanding or instituting proceedings in respect of the guarantee of Crailar US or the Secured Assets or receiving any payment or benefit on account of the proceeds thereof provided that any such proceeds are distributed in accordance with Section 5.5. The fact that any payment hereunder is prohibited by this Section 5.5 5.9 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether either at that time or upon notice, lapse of time, time or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to existexist , such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Creditor holding such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness; provided, however, that the foregoing shall in no way prohibit, restrict or prevent the Debenture Trustee from taking such actions as may be necessary to preserve claims of the Debenture Trustee and/or the holders of the Debentures under this Indenture in any bankruptcy, reorganization or insolvency proceeding (including, without limitation, the filing of proofs of claim in any such bankruptcy, reorganization or insolvency proceedings by or against the Corporation or its Subsidiaries and exercising its rights to vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Corporation or its Subsidiaries). The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Trustee Trustees nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement following acceleration of any the obligations under the Senior Indebtedness, then, except as provided in Section 5.813(f), all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture LiabilitiesConvertible Note Liabilities or otherwise in respect of this Convertible Note. In case of a circumstance constituting a default or an event of default that is continuing with respect to any Senior Indebtedness permitting (whether either at that time or upon notice, lapse of time, time or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, and provided the Senior Creditor to whom the default relates has given notice of such default to the Company, no payment (by purchase of Debentures or otherwisethis Convertible Note) shall be made by the Corporation (except as provided in Section 5.8) Company with respect to the Debenture Convertible Note Liabilities and neither the Trustee nor the holders of Debentures Holder shall not be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures this Convertible Note after the happening of such a default or event of default (except as provided in Section 5.8)default, and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture note under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior IndebtednessCreditors. The fact that any payment hereunder is prohibited by this Section 5.5 13(e) shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Trustee nor the holders of Debentures Holder shall not be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Debenture after the happening of such a default or event of default (except as provided in Section 5.8)default, and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 8.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of principal of or interest on the Debenture LiabilitiesDebentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities principal of or interest on the Debentures and neither the Trustee Debenture Agent nor the holders of Debentures shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness; provided, however, that the foregoing shall in no way prohibit, restrict or prevent the Debenture Agent from taking such actions as may be necessary to preserve claims of the Debenture Agent and/or the holders of Debentures under this Indenture in any bankruptcy, reorganization or insolvency proceeding (including, without limitation, the filing of proofs of claim in any such bankruptcy, reorganization or insolvency proceedings by or against the Corporation or its Subsidiaries and exercising its rights to vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Corporation or its Subsidiaries). The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.89.11, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, full before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time Indebtedness, and during the continuance thereof, or upon notice, lapse the acceleration of time, or satisfaction the maturity of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to existexist or such acceleration has been rescinded or when a payment would cause a default or event of default under any Senior Indebtedness, no cash payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.89.11) with respect to the Debenture Liabilities and neither the Trustee nor the holders of Debentures Debentureholders shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default or acceleration (except as provided in Section 5.89.11), and unless and until such default or event of default shall have been cured or waived or shall have ceased to existexist or such acceleration has been rescinded, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness; provided, however, subject to the Subordination Agreement, that the foregoing shall in no way prohibit, restrict or prevent the Trustee, pursuant to the terms and conditions of this Indenture, from taking such actions as may be necessary to preserve claims of the Trustee and/or the holders of the Debentures under this Indenture in any bankruptcy, reorganization or insolvency proceeding (including, without limitation, the filing of proofs of claim in any such bankruptcy, reorganization or insolvency proceedings by or against the Corporation or its Subsidiaries and exercising its rights to vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Corporation or its Subsidiaries). The fact that any payment hereunder is prohibited by this Section 5.5 9.10 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 10 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 10 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 10 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 10 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 10 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.. [GUARANTEE INDENTURE FOR SERIES 10 PREFERRED LP UNITS]

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 1 Share Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 1 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 1 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 1 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 1 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.813.08, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of any of the holders of any of the Senior Indebtedness to the Corporation Company or the Corporation Company otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Company with respect to the Debenture Liabilities and neither the Trustee Trustees nor the holders of Debentures Debentureholders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation Company and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.813.08), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 13.05 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 12 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 12 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 12 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 12 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 12 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 5 Share Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 5 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 5 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 5 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 5 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.. [GUARANTEE INDENTURE FOR SERIES 5 SHARES]

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.7, all principal of, premium (if any) and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of principal of, premium (if any) or interest on the Debenture LiabilitiesDebentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities principal of, premium, if any, or interest on the Debentures and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.85.7), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness; provided, however, that the foregoing shall in no way prohibit, restrict or prevent the Debenture Trustee from taking such actions as may be necessary to preserve claims of the Debenture Trustee and/or the holders of the Debentures under this Indenture in any bankruptcy, reorganization or insolvency proceeding (including, without limitation, the filing of proofs of claim in any such bankruptcy, reorganization or insolvency proceedings by or against the Corporation or its Subsidiaries and exercising its rights to vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Corporation or its Subsidiaries). The fact that any payment hereunder is prohibited by this Section 5.5 5.4 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.813.08, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of any of the holders of any of the Senior Indebtedness to the Corporation Company or the Corporation Company otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of 6.25% Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Company with respect to the Debenture Liabilities and neither the Trustee Trustees nor the holders of Debentures 6.25% Debentureholders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation Company and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the 6.25% Debentures after the happening of such a default or event of default (except as provided in Section 5.813.08), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 13.05 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 4 Share Obligations. [GUARANTEE INDENTURE FOR SERIES 4 SHARES] In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 4 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 4 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 4 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 4 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.12, all such Senior Indebtedness of NAT US shall first be paid in full, or shall first have been duly provided for, before any payment is made on account by NAT US under the NAT US Guaranty and Security Agreement and all such Senior Indebtedness of the Debenture LiabilitiesCorporation shall first be paid in full, or shall first have been duly provided for, before any payment is made by the Corporation under the Debentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of the Corporation permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.85.12) with respect to under the Debenture Liabilities Debentures and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.85.12), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. For greater certainty, this Section 5.9 shall not restrict the Debentureholders or the Trustee from demanding or instituting proceedings in respect of the guarantee of NAT US or the Secured Assets or receiving any payment or benefit on account of the proceeds thereof provided that any such proceeds are distributed in accordance with Section 5.5. CONVERTIBLE DEBENTURE INDENTURE The fact that any payment hereunder is prohibited by this Section 5.5 5.9 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture LiabilitiesLiabilities or otherwise in respect of the Debentures. In case of a circumstance constituting a default or event of default that is continuing with respect to any Senior Indebtedness permitting (whether either at that time or upon notice, lapse of time, time or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, and provided the Senior Creditor to whom the default relates has given notice of such default to the Corporation, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures Debentureholders shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been been, paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior IndebtednessCreditors. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all principal of (and premium, if any) and interest on and other amounts in respect of all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of principal of or interest on the Debenture LiabilitiesDebentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereofIndebtedness, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities principal of or interest on the Debentures and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, accelerate, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness; provided, however, that the foregoing shall in no way prohibit, restrict or prevent the Debenture Trustee from taking such actions as may be necessary to preserve claims of the Debenture Trustee and/or the holders of the Debentures under this Indenture in any bankruptcy, reorganization or insolvency proceeding (including, without limitation, the filing of proofs of claim in any such bankruptcy, reorganization or insolvency proceedings by or against the Corporation or its Subsidiaries and exercising its rights to vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Corporation or its Subsidiaries). The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8all principal of, premium, if any, and interest, if any, on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of principal of or interest on the Debenture LiabilitiesDebentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereofIndebtedness, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)principal of, or receive any payment premium, if any, or benefit (including without limitation by set-offinterest, combination of accounts or otherwise in any manner whatsoever) if any, on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8)default, and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount any of the Senior Indebtedness remaining unpaid have been issued until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunderDefault.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 6 Share Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 6 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 6 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 6 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 6 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 9 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 9 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 9 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 9 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 9 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.9, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or an event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the thereof, and written notice of such default or event of default has having been given by or on behalf of the holders of Senior Indebtedness to the Corporation or Trust and the Corporation otherwise has knowledge thereofDebenture Trustee, then, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Trust with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts accounts, realization of security or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.85.9), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, to the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation Trust (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation Trust and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or realization of security or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section SECTION 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been been, paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 8 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 8 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 8 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 8 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 8 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.84.7, all such Senior Indebtedness of the Corporation shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of by the Debenture LiabilitiesCorporation under the Debentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of the Corporation permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.84.7) with respect to under the Debenture Liabilities Debentures and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.84.7), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 4.4 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 7 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 7 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 7 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 7 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 7 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 15 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 15 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 15 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 15 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 15 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.1, all principal of and interest on all such matured Senior Indebtedness shall must first be paid in full, or shall must first have been duly provided for, before any payment is made on account of principal of or interest on the Debenture LiabilitiesDebentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall will have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall will be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities principal of or interest on the Debentures and neither the Debenture Trustee nor the holders of Debentures shall will be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have has been cured or waived or shall have has ceased to exist, such payments shall must be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become becomes due and payable, shall will be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have has been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall will not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, compensation, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 13 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 13 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 13 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 13 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 13 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.85.12, all such Senior Indebtedness of Crailar US shall first be paid in full, or shall first have been duly provided for, before any payment is made on account by Crailar US under the Crailar US Amended and Restated Guaranty and Security Agreement and all such Senior Indebtedness of the Debenture LiabilitiesCorporation shall first be paid in full, or shall first have been duly provided for, before any payment is made by the Corporation under the Debentures. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of the Corporation permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.85.12) with respect to under the Debenture Liabilities Debentures and neither the Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings), or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.85.12), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. For greater certainty, this Section 5.9 shall not restrict the Debentureholders or the Trustee from demanding or instituting proceedings in respect of the guarantee of Crailar US or the Secured Assets or receiving any payment or benefit on account of the proceeds thereof provided that any such proceeds are distributed in accordance with Section 5.5. The fact that any payment hereunder is prohibited by this Section 5.5 5.9 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 11 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 11 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 11 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 11 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 11 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether either at that time or upon notice, lapse of time, time or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Trust with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures Debentureholders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been been, paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior IndebtednessCreditors. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Trust with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures Debentureholders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been been, paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior IndebtednessCreditors. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 16 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 16 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 16 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 16 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 16 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 14 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 14 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 14 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 14 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 14 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of indebtedness represented by the Debentures after (a) in a manner inconsistent with the happening terms (as they exist on the date of such a default issue) of the Debentures or (b) at any time when an event of default (except as provided in Section 5.8), has occurred under the Senior Indebtedness and unless is continuing and until the notice of such default or event of default shall have has been cured given by or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, on behalf of the holders of Senior Indebtedness to the Corporation, unless the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have has been paid repaid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 3 Share Obligations. [GUARANTEE INDENTURE FOR SERIES 3 SHARES] In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 3 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 3 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 3 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 3 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 5 Preferred LP Unit Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 5 Preferred LP Units or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 5 Preferred LP Unit Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 5 Preferred LP Units shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 5 Preferred LP Unit Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, then all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment is made by the Trust on account of the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (whether either at that time or upon notice, lapse of time, time or satisfaction of any other condition precedent) a Senior Creditor to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures or otherwise) shall be made by the Corporation (except as provided in Section 5.8) Trust with respect to the Debenture Liabilities and neither the Debenture Trustee nor the holders of Debentures Debentureholders shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default or event of default (except as provided in Section 5.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments shall be held in trust for the benefit of, and, if and when such Senior Indebtedness shall have become due and payable, shall be paid over to, the holders of the Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the Senior Indebtedness remaining unpaid until all such Senior Indebtedness shall have been been, paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior IndebtednessCreditors. The fact that any payment hereunder is prohibited by this Section 5.5 shall not prevent the failure to make such payment from being an Event of Default hereunder.

No Payment if Senior Indebtedness in Default. Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.83.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Debenture LiabilitiesSeries 2 Share Obligations. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness of a Guarantor permitting (whether at that time or upon notice, lapse of time, or satisfaction of any other condition precedent) a Senior Creditor the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or event of default has been given by or on behalf of the holders of Senior Indebtedness to the Corporation or the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, no payment (by purchase of Debentures the Series 2 Shares or otherwise) shall be made by the Corporation (except as provided in Section 5.8) such Guarantor with respect to the Debenture Liabilities Series 2 Share Obligations, and neither the Security Trustee nor the holders Holders of Debentures Series 2 Shares shall be entitled to demand, institute proceedings for the collection of (which shall, for certainty include proceedings related to an adjudication or declaration as to the insolvency or bankruptcy of the Corporation and other similar creditor proceedings)of, or receive any payment or benefit from such Guarantor (including without limitation by set-off, combination of accounts or otherwise in any manner whatsoever) on account of the Debentures Series 2 Share Obligations after the happening of such a default or event of default (except as provided in Section 5.83.8), and unless and until such default or event of default shall have been cured or waived or shall have ceased to exist, such payments received from such Guarantor shall be held in trust for the benefit of, and, if and when such the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over to, the holders of the such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture under which any instruments evidencing an amount of the such Senior Indebtedness remaining unpaid unpaid, until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution to the holders of such Senior Indebtedness. The fact that any payment hereunder is prohibited by this Section 5.5 3.6 shall not prevent the failure to make such payment from being an Event of Default hereunder.