Common use of No Waiver of Subordination Provisions Clause in Contracts

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Guarantor Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company any Guarantor or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company any Guarantor with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph subsection (a) of this Section 12.712.08, the holders of Guarantor Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII Twelve or the obligations hereunder of such the Holders of the Securities Notes to the holders of Guarantor Senior Debt, do any one or more of the following: (i1) change the manner, place place, terms or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Guarantor Senior Debt or any instrument evidencing the same or any agreement under which Guarantor Senior Debt is outstanding, ; (ii2) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Guarantor Senior Debt, ; (iii3) release any Person liable in any manner for the collection or payment of Guarantor Senior Debt Debt; and (iv4) exercise or refrain from exercising any rights against the Company Guarantors and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holderholder of any Senior Debt, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, Debt do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, Debt or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company Issuers and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such the Holders of the Securities of such series and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities of such series to the holders of Senior Debt, do any one or more of the following: : (ia) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment collection of Senior Debt and Debt; and (ivd) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Indebtedness to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.710.14, the holders of Senior Debt Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securitiesany Holder, without incurring responsibility to such Holders of the Securities any Holder and without impairing or releasing the subordination provided in this Article XII 10 or the obligations hereunder of such the Holders of the Securities to the holders of Senior DebtIndebtedness, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, any Senior Debt, or otherwise amend or supplement in any manner Senior Debt Indebtedness or any instrument evidencing the same or any agreement under which Senior Debt Indebtedness is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, Indebtedness; (iii) release any Person liable in any manner for the payment collection of Senior Debt Indebtedness; and (iv) exercise or refrain from exercising any rights against the either Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Indebtedness to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.710.13, the holders of Senior Debt Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securitiesany Holder, without incurring responsibility to such Holders of the Securities any Holder and without impairing or releasing the subordination provided in this Article XII 10 or the obligations hereunder of such the Holders of the Securities to the holders of Senior DebtIndebtedness, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, any Senior Debt, or otherwise amend or supplement in any manner Senior Debt Indebtedness or any instrument evidencing the same or any agreement under which Senior Debt Indebtedness is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, Indebtedness; (iii) release any Person liable in any manner for the payment collection of Senior Debt Indebtedness; and (iv) exercise or refrain from exercising any rights against the either Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, holder of any Senior Debt or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (ia) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, Debt or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (ivd) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holderholder of any Senior Debt, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or written notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section SECTION 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article ARTICLE XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt Debt, is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, Debt do any one or more of the following: (ia) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, Debt or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (ivd) exercise or refrain from exercising any rights against the Company Issuers and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII Thirteen or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company Issuers or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company Issuers with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company Issuers and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Obligation to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt Obligations may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior DebtObligations, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior DebtObligations, or otherwise amend or supplement in any manner Senior Debt Obligations or any instrument evidencing the same or any agreement under which such Senior Debt Obligation is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing any Senior DebtObligation, (iii) release any Person liable in any manner for the payment of any Senior Debt Obligation and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII 15 or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment collection of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the immediately preceding paragraph, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such the Holders of the Securities of such series and without impairing or releasing the subordination provided in this Article XII XIII or the obligations hereunder of such the Holders of the Securities of such series to the holders of Senior Debt, do any one or more of the following: : (ia) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment collection of Senior Debt and Debt; and (ivd) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt Debt, and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company NTL Incorporated or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company NTL Incorporated with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and NTL Incorporated or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holderholder of any Senior Debt, or by any noncompliance non- compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as ------------------------------------- otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the SecuritiesNotes, without incurring responsibility to such Holders the holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior DebtXxxxxx Xxxx, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of Exhibit D payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Indebtedness to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesNoteholders, without incurring responsibility to such Holders of the Securities Noteholders and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities Noteholders to the holders of Senior DebtIndebtedness, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior DebtIndebtedness, or otherwise amend or supplement in any manner Senior Debt Indebtedness or any instrument evidencing the same or any agreement under which Senior Debt Indebtedness is outstanding, out- standing; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, Indebtedness; (iii) release any Person liable in any manner for the payment collection of Senior Debt Indebtedness; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or otherwise be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the immediately preceding paragraph, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesDebentures, without incurring responsibility to such Holders of the Securities Debentures and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities Debentures to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment Exhibit D of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, . the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of EXHIBIT D the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7the immediately preceding paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend extent the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the SecuritiesNotes, without incurring responsibility to such Holders the holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII VII or the obligations hereunder of such Holders the holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company Corporation or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company Corporation with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such the Holders of the Securities of such series and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities of such series to the holders of Senior Debt, do any one or more of the following: : (ia) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment collection of Senior Debt and Debt; and (ivd) exercise or refrain from exercising any rights against the Company Corporation and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of the paragraph (a) of this Section 12.7Section, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesSecurities of any series, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment collection of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the SecuritiesNotes, without incurring responsibility to such Holders the holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.securing

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by 70 any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee Trustee, the Securities Administrator or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (ia) change the manner, place or terms of payment or extend the time of payment of, or renew renew, increase or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (iib) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iiic) release any Person liable in any manner for the payment or collection of Senior Debt Debt; and (ivd) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of EXHIBIT D the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, ------------ without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article ------- XII or the obligations hereunder of such Holders of the Securities to the --- holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt Xxxxxx Xxxx is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt of SRI to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company SRI or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company SRI with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt of SRI may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII XI or the obligations hereunder of such the Holders of the Securities Notes to the holders of such Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew renew, increase or alter, such Senior Debt, or otherwise amend or supplement in any manner such Senior Debt or any instrument evidencing the same or any agreement under which such Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing such Senior Debt, ; (iii) release any Person person liable in any manner for the payment or collection of such Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company SRI and any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. . (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.. 63

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Indebtedness to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.710.14, the holders of Senior Debt Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securitiesany Holder, without incurring responsibility to such Holders of the Securities any Holder and without impairing or releasing the subordination provided in this Article XII 10 or the obligations hereunder of such the Holders of the Securities to the holders of Senior DebtIndebtedness, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, any Senior Debt, or otherwise amend or supplement in any manner Senior Debt Indebtedness or any instrument evidencing the same or any agreement under which Senior Debt Indebtedness is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, Indebtedness; (iii) release any Person liable in any manner for the payment collection of Senior Debt Indebtedness; and (iv) exercise or refrain from exercising any rights against the Company and either Issuer or any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i1) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt Indebtedness to enforce the subordination as herein provided of the Indebtedness evidenced by the Notes shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of by the Company or by any act or its failure to act, in good faith, by any such holder, or by any noncompliance by the Company comply with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the . The holders of Senior Debt Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, Notes and without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII X or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior DebtIndebtedness, do any one or more of the following: (i) except as otherwise provided in Section 4.08 hereof, change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, Indebtedness or otherwise amend or supplement in any manner Senior Debt or any an instrument evidencing the same or any agreement under which Senior Debt Indebtedness is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, Indebtedness; (iii) release any Person person liable in any manner for the collection or payment of Senior Debt Indebtedness; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or otherwise be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the immediately preceding paragraph, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder Holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holderHolder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder Holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders Holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt Debt, or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. . (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Indenture Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with.. 63 (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holderholder of any Senior Debt, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this IndentureAgreement, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or written notice to the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or reduce or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner (including the interest rate thereof) Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: : (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any ------------- ------------------------------------- present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the immediately preceding paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company Operating Partnership or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company Operating Partnership with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, Debt do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, Debt or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company Operating Partnership and any other Person.

No Waiver of Subordination Provisions. (a) No Except as otherwise ------------------------------------- expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the SecuritiesNotes, without incurring responsibility to such Holders the holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII 6 or the obligations hereunder of such Holders the holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt of Sterling to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company Sterling or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company Sterling with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt of Sterling may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the SecuritiesNotes, without incurring responsibility to such the Holders of the Securities Notes and without impairing or releasing the subordination provided in this Article XII XI or the obligations hereunder of such the Holders of the Securities Notes to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew renew, increase or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment or collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company Sterling and any other Personperson.

No Waiver of Subordination Provisions. (a) No Except as otherwise expressly provided herein, no right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of of, or notice to to, the Trustee or the Holders holders of the Securities, without incurring responsibility to such Holders the holders of the Securities and without impairing or releasing the subordination provided in this Article XII VI or the obligations hereunder of such Holders the holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise 40 amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt Debt, is outstanding, ; (ii) sell, exchange, release or otherwise deal with dispose of any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person person liable in any manner for the payment collection of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company and or any other Personperson.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance non-compliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7Section, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII Sixteen or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i1) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii2) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii3) release any Person liable in any manner for the payment collection of Senior Debt Debt; and (iv4) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (ai) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (bii) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) Without in any way limiting the generality of paragraph (a) of this Section 12.7, the holders of Senior Debt may, at any time and from to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, (iii) release any Person liable in any manner for the payment of Senior Debt and (iv) exercise or refrain from exercising any rights against the Company and any other Person.. EXHIBIT D

No Waiver of Subordination Provisions. (a) No right of any present or future holder of any Senior Debt to enforce subordination as herein provided shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of the Company either Issuer or by any act or failure to act, in good faith, by any such holder, or by any noncompliance by the Company such Issuer with the terms, provisions and covenants of this Indenture, regardless of any knowledge thereof that any such holder may have or be otherwise charged with. (b) . Without in any way limiting the generality of paragraph (a) of this Section 12.7the foregoing paragraph, the holders of Senior Debt may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to such the Holders of the Securities and without impairing or releasing the subordination provided in this Article XII or the obligations hereunder of such the Holders of the Securities to the holders of Senior Debt, do any one or more of the following: (i) change the manner, place or terms of payment or extend the time of payment of, or renew or alter, Senior Debt, or otherwise amend or supplement in any manner Senior Debt or any instrument evidencing the same or any agreement under which Senior Debt is outstanding, ; (ii) sell, exchange, release or otherwise deal with any property pledged, mortgaged or otherwise securing Senior Debt, ; (iii) release any Person liable in any -71- 82 manner for the collection or payment of Senior Debt Debt; and (iv) exercise or refrain from exercising any rights against the Company such Issuer and any other Person.