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

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premium, if any, and interest and related fees and expenses associated with all such Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment on account of principal of the Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to exist. In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then unless and until such default shall have been cured or waived or shall cease to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution shall be held in trust for the benefit of, and shall be paid over or delivered to the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay all such Senior Indebtedness after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of the Issuer referred to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making such payment or distribution, delivered to the Bondholders, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this section.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with 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 principal 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 Bond holders of Senior Indebtedness to the Corporation or any interest accrued thereon is made the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Corporation (except as provided in Section 5.8) with respect to any Senior Indebtedness permitting the Debenture Liabilities and neither the Trustee nor the holders thereof of Debentures shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon the acceleration, demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness whether by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Senior Preferred Share Obligations. In case of default with respect to any Senior Indebtedness that permits the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Senior Preferred Shares or otherwise) shall be made by the case of default Guarantor with respect to any the Senior Indebtedness permitting Preferred Share Obligations, and neither the holders thereof Security Trustee nor the Holders shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Senior Preferred Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from the Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of the Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon the acceleration, demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal of the Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to existClass A Preferred LP Unit Obligations. In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate the maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandthereof, then unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) , no payment or distribution of assets (by purchase of the Issuer (whether in cash, property Guaranteed Class A Preferred LP Units or securitiesotherwise) shall be made by the Issuer Guarantor with respect to the principal Class A Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders shall be entitled to demand, institute proceedings for the collection 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 Bonds or any interest accrued thereon Class A Preferred LP Unit Obligations after the happening and during the continuance of such a default; default (b) any payment except as provided in Section 3.8), and unless and until such default shall have been cured or distribution of assets of the Issuer, (whether in cash, property waived or securities) shall have ceased to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist, such payment or distribution payments received from the Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of the Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with 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 principal 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 Bond holders of Senior Indebtedness to the Corporation or any interest accrued thereon is made the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Corporation (except as provided in Section 5.8) with respect to any Senior Indebtedness permitting the Debenture Liabilities and neither the Trustees nor the holders thereof of Debentures shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then or any other enforcement of any Senior Indebtedness, then, except as provided in Section 9.11, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Debenture Liabilities. In case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness, and during the continuance thereof, or upon the acceleration of the Bond or maturity of any interest accrued thereon is made Senior Indebtedness unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In the case exist 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 shall be made by the Corporation (except as provided in Section 9.11) with respect to any Senior Indebtedness permitting the holders thereof Debenture Liabilities and neither the Trustee nor the Debentureholders shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 9.11), and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment exist or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentacceleration has been rescinded, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, subject to the Subordination Agreement, that the foregoing shall in no way prohibit, restrict or distributions paid over 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 Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon The fact that any payment or distribution of assets of hereunder is prohibited by this Section 9.10 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any enforcement of any Senior Indebtedness, then all principal and premium, if any, and interest and related fees and expenses associated with 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 principal of the Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to existDebenture Liabilities. In the case of a circumstance constituting a default or event of default with respect to any Senior Indebtedness permitting (either at that time or upon notice, lapse of time or satisfaction of other condition precedent) the holders thereof to demand payment or accelerate the maturity thereof where the notice of such default or demand payment thereof event of default has been given by or in on behalf of the case holders of any default in making payment on demand of any Senior Indebtedness which is payable on demandto the Corporation or the Corporation otherwise has knowledge thereof, then unless and until such default or event of default shall have been cured or waived or shall cease ceased to exist: (a) , no payment (by purchase of Debentures or distribution of assets of the Issuer (whether in cash, property or securitiesotherwise) shall be made by the Issuer Corporation with respect to the principal 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 Bonds Corporation and other similar creditor proceedings), or receive any interest accrued thereon 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 and during the continuance of such a default; (b) any payment default or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject event of default (except as provided in full after giving effect Section 5.8), and unless and until such default or event of default shall have been cured or waived or ceased to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist , such payment or distribution 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 or delivered to to, the holders of Senior Creditor holding such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to which any instruments evidencing any of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, that the foregoing shall in no way prohibit, restrict or distributions paid over 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 Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon The fact that any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, or any other enforcement of any Senior Indebtedness, then all principal and premium, if any, and interest and related fees and expenses associated with 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 principal 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 Bond holders of Senior Indebtedness to the Corporation or any interest accrued thereon is made the Corporation otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Corporation with respect to any Senior Indebtedness permitting the holders thereof Debenture Liabilities and the Holder shall not be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 Debenture after the happening of such a default or event of default, and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 8.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 5.12, all such Senior Indebtedness of Crailar US shall first be paid in full, or shall first have been duly provided for, before any payment on account of principal is made by Crailar US under the Crailar US Guaranty and Security Agreement and all such Senior Indebtedness of the Bond Corporation shall first be paid in full, or shall first have been duly provided for, before any interest accrued thereon 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 cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case Corporation (except as provided in Section 5.12) under the 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 with respect to any Senior Indebtedness permitting the holders thereof to accelerate maturity thereof or demand payment thereof or (except as provided in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandSection 5.12), then and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments . For greater certainty, this Section 5.9 shall not restrict the Debentureholders or distributions paid over to the holders Trustee from demanding or instituting proceedings in respect of the Senior Indebtedness pursuant to this section and not applied in reduction guarantee of Crailar US or the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered Secured Assets or incurred by them it consequence thereof). Upon receiving any payment or distribution of assets benefit on account of the Issuer referred 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 5.9 shall not prevent the failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. (a) Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then then, all principal and premium, if any, of and interest and related fees and expenses associated with on all such matured Senior Indebtedness shall will first be paid in full, or shall will first have been duly provided for, before any payment is made on account of principal of or interest on the Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to exist. Debentures. (b) In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate the maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandthereof, then unless and until such default shall will have been cured or waived or shall cease ceased to exist: (a) , no payment (by purchase of Debentures or distribution of assets of the Issuer (whether in cash, property or securitiesotherwise) shall will be made by the Issuer Corporation with respect to the principal of or interest on the Bonds Debentures and neither the Debenture Trustee nor the holders of Debentures will be entitled to demand, institute proceedings for the collection of, or receive any interest accrued thereon payment or benefit (including without limitation by set-off, combination of accounts, realization of security or otherwise in any manner whatsoever) on account of the Debentures after the happening and during the continuance of such a default; default (b) any payment except as provided in Section 5.8), and unless and until such default has been cured or distribution of assets of the Issuer, (whether in cash, property waived or securities) has ceased to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist, such payment or distribution shall payments will be held in trust for the benefit of, and, if and shall when such Senior Indebtedness becomes due and payable, will be paid over or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness has been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and. (dc) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 5.5 will not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement following acceleration of the obligations under the Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 13(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 principal the Convertible Note Liabilities or otherwise in respect of this Convertible Note. In case of an event of default that is continuing with respect to any Senior Indebtedness permitting (either at that time or upon notice, lapse of time or satisfaction of other condition precedent) a Senior Creditor to demand payment or accelerate the Bond or any interest accrued thereon is made maturity thereof, unless and until such event of default shall have been cured or waived or shall cease have ceased to exist. In , and provided the case Senior Creditor to whom the default relates has given notice of such default to the Company, no payment (by purchase of this Convertible Note) shall be made by the Company with respect to any Senior Indebtedness permitting the holders thereof Convertible Note Liabilities and the Holder shall not be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then accelerate, institute proceedings for the collection 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 this Convertible Note after the happening of such a default, and unless and until such event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such Senior Indebtedness or their representative or representatives Creditors or to the trustee or trustees under any indenture pursuant to note under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent Creditors. The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 13(e) shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then or any enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all principal and premium, if any, of and interest and related fees and expenses associated with 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 Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to existDebentures. In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate the maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandthereof, then unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) , no payment (by purchase of Debentures or distribution of assets of the Issuer (whether in cash, property or securitiesotherwise) shall be made by the Issuer Corporation with respect to the principal of or interest on the Bonds Debentures and neither the Debenture Agent nor the holders of Debentures shall be entitled to demand, accelerate, institute proceedings for the collection of, or receive any interest accrued thereon 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 and during the continuance of such a default; default (b) any payment except as provided in Section 5.8), and unless and until such default shall have been cured or distribution of assets of the Issuer, (whether in cash, property waived or securities) shall have ceased to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, that the foregoing shall in no way prohibit, restrict or distributions paid over prevent the Debenture Agent from taking such actions as may be necessary to preserve claims of the Debenture Agent and/or the holders of the Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon The fact that any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 16 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 16 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 16 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 16 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 16 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with 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 principal the Debenture Liabilities. In case of default with respect to any Senior Indebtedness permitting a Senior Creditor to demand payment or accelerate the Bond or any interest accrued thereon is made maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Trust (except as provided in Section 5.8) with respect to any Senior Indebtedness permitting the Debenture Liabilities and neither the Debenture Trustee nor the holders thereof of Debentures shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 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 (except as provided in SECTION 5.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been, paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 10 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 10 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 10 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 10 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 10 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 4.7, all such Senior Indebtedness of the Corporation shall first be paid in full, or shall first have been duly provided for, before any payment on account is made by the Corporation under the Debentures. In case of principal a circumstance constituting a default or event of default with respect to any Senior Indebtedness of the Bond Corporation permitting (whether at that time or upon notice, lapse of time, or satisfaction of any interest accrued thereon is made 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 cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case Corporation (except as provided in Section 4.7) under the 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 with respect to any Senior Indebtedness permitting the holders thereof to accelerate maturity thereof or demand payment thereof or (except as provided in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandSection 4.7), then and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 4.4 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 8 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 8 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 8 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 8 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 8 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then or any enforcement of any Senior Indebtedness, then, except as provided in Section 5.7, all principal and premiumof, premium (if any, ) and interest and related fees and expenses associated with 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 of, premium (if any) or interest on the Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to existDebentures. In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate the maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandthereof, then unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) , no payment (by purchase of Debentures or distribution of assets of the Issuer (whether in cash, property or securitiesotherwise) shall be made by the Issuer Corporation with respect to the 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, 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 Bonds or any interest accrued thereon Debentures after the happening and during the continuance of such a default; default (b) any payment except as provided in Section 5.7), and unless and until such default shall have been cured or distribution of assets of the Issuer, (whether in cash, property waived or securities) shall have ceased to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, that the foregoing shall in no way prohibit, restrict or distributions paid over 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 Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon The fact that any payment or distribution of assets of hereunder is prohibited by this Section 5.4 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 11 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 11 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 11 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 11 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 11 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 1 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 1 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 1 Share Obligations, and neither the Security Trustee nor the Holders of Series 1 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 1 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 15 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 15 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 15 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 15 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 15 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 5.12, all such Senior Indebtedness of NAT US shall first be paid in full, or shall first have been duly provided for, before any payment on account of principal is made by NAT US under the NAT US Guaranty and Security Agreement and all such Senior Indebtedness of the Bond Corporation shall first be paid in full, or shall first have been duly provided for, before any interest accrued thereon 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 cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case Corporation (except as provided in Section 5.12) under the 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 with respect to any Senior Indebtedness permitting the holders thereof to accelerate maturity thereof or demand payment thereof or (except as provided in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandSection 5.12), then and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments . For greater certainty, this Section 5.9 shall not restrict the Debentureholders or distributions paid over to the holders Trustee from demanding or instituting proceedings in respect of the Senior Indebtedness pursuant to this section and not applied in reduction guarantee of NAT US or the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered Secured Assets or incurred by them it consequence thereof). Upon receiving any payment or distribution of assets benefit on account of the Issuer referred 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 5.9 shall not prevent the failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 5.12, all such Senior Indebtedness of Crailar US shall first be paid in full, or shall first have been duly provided for, before any payment on account of principal is made by Crailar US under the Crailar US Amended and Restated Guaranty and Security Agreement and all such Senior Indebtedness of the Bond Corporation shall first be paid in full, or shall first have been duly provided for, before any interest accrued thereon 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 cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case Corporation (except as provided in Section 5.12) under the 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 with respect to any Senior Indebtedness permitting the holders thereof to accelerate maturity thereof or demand payment thereof or (except as provided in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandSection 5.12), then and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments . For greater certainty, this Section 5.9 shall not restrict the Debentureholders or distributions paid over to the holders Trustee from demanding or instituting proceedings in respect of the Senior Indebtedness pursuant to this section and not applied in reduction guarantee of Crailar US or the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered Secured Assets or incurred by them it consequence thereof). Upon receiving any payment or distribution of assets benefit on account of the Issuer referred 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 5.9 shall not prevent the failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then then, except as provided in Section 5.8, all principal of (and premium, if any, ) and interest on and related fees and expenses associated with 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 Bond or Debentures. In case of default with respect to any interest accrued thereon is made Senior Indebtedness, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Corporation with respect to any Senior Indebtedness permitting the principal of or interest on the Debentures and neither the Debenture Trustee nor the holders thereof of Debentures shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then accelerate, institute proceedings for the collection 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 (except as provided in Section 5.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, that the foregoing shall in no way prohibit, restrict or distributions paid over 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 Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon The fact that any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. (1) Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then or any other enforcement of any Senior Indebtedness, then, except as provided in Section 5.8, all principal and premium, if any, of and interest and related fees and expenses associated with 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 the Debenture Liabilities. (2) In case of a circumstance constituting a default or Event of Default with respect to any Senior Indebtedness, and during the continuance thereof, or upon the acceleration of the Bond or maturity of any interest accrued thereon is made Senior Indebtedness unless and until such default or Event of Default shall have been cured or waived or shall cease have ceased to exist. In exist or such acceleration has been rescinded or when a payment could reasonably be expected to cause a default or Event of Default under any Senior Indebtedness, no payment (by purchase of Debentures, subject to Section 5.13 conversion, repayment in shares or otherwise) shall be made by the case of default Corporation (except as provided in Section 5.8) with respect to any Senior Indebtedness permitting the holders thereof Debenture Liabilities and neither the Trustee nor the Debentureholders shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 5.8), and unless and until such default or Event of Default shall have been cured or waived or shall cease have ceased to exist: (a) no payment exist or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentacceleration has been rescinded, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments provided, however, that the foregoing shall in no way prohibit, restrict or distributions paid over prevent the Trustee from taking such actions as may be necessary to preserve claims of the Trustee and/or the holders of the Senior Indebtedness pursuant to Debentures under this section and not applied Indenture in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder bankruptcy, reorganization or insolvency proceeding (andincluding, to the extent that by operation of applicable law they are treated as doing sowithout limitation, the Issuer hereby agrees 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 indemnify vote as an unsecured ​ ​ creditor under any such bankruptcy, reorganization or insolvency proceedings commenced by or against the Bondholders on demand from and against any loss suffered Corporation or incurred by them it consequence thereofits Subsidiaries). Upon . (3) The fact that any payment or distribution of assets of hereunder is prohibited by this Section 5.5 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then then, except as provided in Section 5.1, all principal and premium, if any, of and interest and related fees and expenses associated with 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 Bond or any interest accrued thereon is made unless and until such default shall have been cured or waived or shall cease to existDebentures. In the case of default with respect to any Senior Indebtedness permitting the holders thereof to accelerate the maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demandthereof, then unless and until such default shall will have been cured or waived or shall cease ceased to exist: (a) , no payment (by purchase of Debentures or distribution of assets of the Issuer (whether in cash, property or securitiesotherwise) shall will be made by the Issuer Corporation with respect to the principal of or interest on the Bonds Debentures and neither the Debenture Trustee nor the holders of Debentures will be entitled to demand, institute proceedings for the collection of, or receive any interest accrued thereon 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 and during the continuance of such a default; default (b) any payment except as provided in Section 5.8), and unless and until such default has been cured or distribution of assets of the Issuer, (whether in cash, property waived or securities) has ceased to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its paymentexist, such payment or distribution shall payments must be held in trust for the benefit of, and, if and shall when such Senior Indebtedness becomes due and payable, will be paid over or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness has been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 5.5 will not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 5.9, 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 principal the Debenture Liabilities. In case of an event of default with respect to any Senior Indebtedness permitting a Senior Creditor to demand payment or accelerate the maturity thereof, and written notice of such event of default having been given by or on behalf of the Bond or any interest accrued thereon is made holders of Senior Indebtedness to the Trust and the Debenture Trustee, then, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Trust with respect to any Senior Indebtedness permitting the Debenture Liabilities and neither the Debenture Trustee nor the holders thereof of Debentures shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection of, or receive any payment or benefit (including without limitation by set-off, combination of accounts, realization of security or otherwise in any manner whatsoever) on account of the Debentures after the happening of such a default (except as provided in Section 5.9), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 13 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 13 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 13 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 13 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 13 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 13.08, 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 principal 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 Bond holders of any of the Senior Indebtedness to the Company or any interest accrued thereon is made the Company otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of 6.25% Debentures or otherwise) shall be made by the case of default Company with respect to any Senior Indebtedness permitting the holders thereof Debenture Liabilities and neither the Trustees nor the 6.25% Debentureholders shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 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 13.08), and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 13.05 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 6 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 6 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 6 Share Obligations, and neither the Security Trustee nor the Holders of Series 6 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 6 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 9 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 9 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 9 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 9 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 9 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 12 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 12 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 12 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 12 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 12 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 4 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 4 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 4 Share Obligations, and neither the Security Trustee nor the Holders of Series 4 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 4 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness by lapse of time, acceleration or otherwise, then all principal and premiumor any other enforcement of any Senior Indebtedness, if anythen, and interest and related fees and expenses associated with except as provided in Section 13.08, 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 principal 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 Bond holders of any of the Senior Indebtedness to the Company or any interest accrued thereon is made the Company otherwise has knowledge thereof, unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of Debentures or otherwise) shall be made by the case of default Company with respect to any Senior Indebtedness permitting the holders thereof Debenture Liabilities and neither the Trustees nor the Debentureholders shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then 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 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 13.08), and unless and until such default or event of default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution 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 or delivered to to, the holders of such the Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay unpaid until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 13.05 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 14 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 14 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 14 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 14 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 14 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 5 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 5 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 5 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 5 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 5 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 5 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 5 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 5 Share Obligations, and neither the Security Trustee nor the Holders of Series 5 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 5 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 7 Preferred LP Unit Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 7 Preferred LP Units or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 7 Preferred LP Unit Obligations, and neither the Security Trustee nor the Holders of Series 7 Preferred LP Units shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 7 Preferred LP Unit Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 3 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 3 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 3 Share Obligations, and neither the Security Trustee nor the Holders of Series 3 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 3 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.

No Payment if Senior Indebtedness in Default. Upon demand for payment being made on the Senior Indebtedness or upon maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration acceleration, demand or otherwise, then then, except as provided in Section 3.7, all principal and premium, if any, of and interest and related fees and expenses associated with 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 principal the Series 2 Share Obligations. In case of default with respect to any Senior Indebtedness of a Guarantor permitting the Bond or any interest accrued thereon is made holders thereof to accelerate the maturity thereof, unless and until such default shall have been cured or waived or shall cease have ceased to exist. In , no payment (by purchase of the case of default Series 2 Shares or otherwise) shall be made by such Guarantor with respect to any Senior Indebtedness permitting the holders thereof Series 2 Share Obligations, and neither the Security Trustee nor the Holders of Series 2 Shares shall be entitled to accelerate maturity thereof or demand payment thereof or in the case of any default in making payment on demand of any Senior Indebtedness which is payable on demand, then institute proceedings for the collection 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 Series 2 Share Obligations after the happening of such a default (except as provided in Section 3.8), and unless and until such default shall have been cured or waived or shall cease have ceased to exist: (a) no payment or distribution of assets of the Issuer (whether in cash, property or securities) shall be made by the Issuer with respect to the principal of the Bonds or any interest accrued thereon after the happening and during the continuance of such a default; (b) any payment or distribution of assets of the Issuer, (whether in cash, property or securities) to which the Bondholders would be entitled except for the provisions of this Article XIII, shall be paid or delivered directly to the holders of such Senior Indebtedness or their representative or, to the extent necessary to pay all Senior Indebtedness which is the subject of default in full after giving effect to any concurrent payment or distribution, or provision therefor, to the holders of such Senior Indebtedness; (c) in the event that, notwithstanding the foregoing, any payment or distribution of assets of the Issuer, whether in cash, property or securities, shall be received by the Bondholders before all Senior Indebtedness is paid in full or provision made for its payment, such payment or distribution payments received from such Guarantor shall be held in trust for the benefit of, and, if and when the Senior Indebtedness of such Guarantor shall have become due and payable, shall be paid over or delivered to to, the holders of such Senior Indebtedness or their representative or representatives or to the trustee or trustees under any indenture pursuant to under which any instruments evidencing any an amount of such Senior Indebtedness may have been issued, for application to the payment of all Senior Indebtedness remaining unpaid, to the extent necessary to pay until all such Senior Indebtedness shall have been paid in full, after giving effect to any concurrent payment or distribution, or provision therefor, distribution to the holders of such Senior Indebtedness; and (d) any payments or distributions paid over to the holders of the Senior Indebtedness pursuant to this section and not applied in reduction of the amounts owing to the Bondholders shall be deemed not to have discharged any of the obligations of the Issuer hereunder (and, to the extent . The fact that by operation of applicable law they are treated as doing so, the Issuer hereby agrees to indemnify the Bondholders on demand from and against any loss suffered or incurred by them it consequence thereof). Upon any payment or distribution of assets of hereunder is prohibited by this Section 3.6 shall not prevent the Issuer referred failure to in this section, the Bondholders and the Trustee shall be entitled to rely upon a certificate of the trustee in bankruptcy, receiver, assignee for benefit of creditors or other liquidating agent making make such payment or distribution, delivered to the Bondholders, for the purpose from being an Event of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Issuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this sectionDefault hereunder.