Common use of Notice to Trustee Clause in Contracts

Notice to Trustee. The Company shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0512.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article XII to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 8.1, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateSection 12.1 or 12.2. The Trustee conclusively Trustee, subject to the provisions of Section 7.1, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0512.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent other than the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent other than the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, 12 unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforof the Company; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 12 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 9, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption datethis Article 12. The Trustee conclusively Trustee, subject to the provisions of Section 8.01, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersCompany. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII12, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company Each Guarantor shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company such Guarantor which would prohibit the making of any payment of monies to or by the Trustee in respect of the Senior Subordinated Securities and the Subsidiary Guarantees pursuant to the provisions of this Article XII. Notwithstanding XII (although the failure to give any such notice shall not affect the subordination provisions of set forth in this Article XII or any other provision of this Indenture, the XII). The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Guarantor Senior Debt of any Guarantor or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office to that effect signed by an Officer of the Trustee from the Company any Guarantor, or by a holder of Guarantor Senior Debt or holders of Senior Indebtedness trustee or from any trustee agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.01Article VII, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 12.06 at least two Business Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Subsidiary Guarantee), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Guarantors and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything date (although the receipt of such moneys by any Holder of Senior Subordinated Securities shall otherwise be subject to the contrary hereinbefore set forth, nothing provisions of this Article XII). Nothing contained in this Section 12.06 shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to limit the right of any Person as a holder the holders of Guarantor Senior Indebtedness Debt of the Company Guarantors to participate in any payment recover payments from Holders as contemplated by Section 12.02 or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment12.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 11 or Section 4.01 9.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company Issuer (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Issuer or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Issuer to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Issuer held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII12, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII 10 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness Debt or from any trustee therefortrustee, fiduciary, representative, or agent therefor no later than one Business Day prior to such payment; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0110.09, and subject to the provisions of Sections 7.01 and 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall -------- ------- not fewer than three have received the notice referred to in this Section 10.09 at least one Business Days Day prior to the date upon which by the terms hereof any such monies payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Debt or any trustee, fiduciary, representative, or agent therefor as against the Holders of the Securities or any other Person, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on less than one Business Day prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such applicable default in respect of Designated Senior Debt or after the elimination of the act or condition preventing any such prior date. Notwithstanding anything payment unless and until the Trustee shall have received an Officers' Certificate to such effect (subject to the contrary hereinbefore set forthrights of the holders of the Designated Senior Debt under Section 10.03 hereof). (b) Subject to the provisions of Section 7.01 hereof, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely (to the extent reasonable and in good faith) on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself itself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf trustee, fiduciary, representative, or agent therefor) for purposes of such holder) to establish establishing that such notice actually has been given by a holder of Senior Indebtedness Debt (or a trustee, fiduciary, representative, or agent therefor); provided, however, that failure to give such -------- ------- notice to the Company shall not affect in any way the ability of the Company or a trustee Trustee to rely on behalf of any such holder or holdersnotice. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XII10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII10, and if such evidence is not furnished furnished, the Trustee Trustee, acting in good faith, may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII15. Notwithstanding the provisions of this Article XII 15 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII15, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness Debt or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.016.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0515.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 15 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 4.1, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateSection 15.1 or 15.2. The Trustee conclusively Trustee, subject to the provisions of Section 6.1, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company Debt or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution Debt pursuant to this Article XII, the Trustee may request such Person to furnish 15 unless it has received satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment15.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officer’s Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII13. Notwithstanding the provisions of this Article XII 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the applicable Corporate Trust Office of the Trustee from the Company (in the form of an Officer’s Certificate) or a Representative or a holder or holders of Senior Indebtedness Debt or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer less than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 13 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 3, and any such payment shall not be subject to the receipt provisions of this Article 13; provided that, at the time of any such deposit, such deposit and payment were permitted under this Article 13 without giving effect to the first clause this sentence; provided further that, if the Trustee shall receive any such notice on the date upon which, by the terms hereof, such monies shall be payable, the Trustee of written notice as aforesaidmay, and (ii) such notice of redemption is given not earlier than 60 days before in its reasonable discretion, waive the redemption dateforegoing proviso. The Trustee conclusively Trustee, subject to the provisions of Section 7.01, shall be entitled to conclusively rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersDebt. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XII13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Notes pursuant to the provisions of this Article XIIFour. Notwithstanding the provisions of this Article XII Four or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XIIFour, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee therefor; thereof, and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date not fewer less than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest (including Liquidated Damages, if any) on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XIIFifteen. Notwithstanding the provisions of this Article XII Fifteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIFifteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01601, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article Fifteen to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 401, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateSection 1500 or 1502. The Trustee conclusively Trustee, subject to the provisions of Section 601, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIFifteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIFifteen, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIFourteen; provided, however, that except as provided in Section 1402(c) hereof, nothing herein shall require the Company to give any notice of a default on any of the Senior Indebtedness other than a payment default, and the Company shall not be deemed a representative of the Senior Indebtedness for purposes of instituting a Blockage Period. Notwithstanding the provisions of this Article XII Fourteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIFourteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or their representative or representatives or from any trustee or trustees therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Article Six, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three Business Days have received the notice provided for in this Section 1408 prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on information regarding amounts then due and owing on the Senior Indebtedness, if any, received from the holders of Senior Indebtedness (or their representatives) or, if such information is not received from such holders or their representatives, from the Company and only amounts included in the information provided to the Trustee shall be paid to the holders of Senior Indebtedness. The Trustee, subject to the provisions of Article Six, shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a representative or trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIFourteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIFourteen, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment. Upon any payment or distribution of assets of the Company referred to in this Article Fourteen, the Trustee, subject to the provision of Article Six, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such dissolution, winding- up, liquidation or reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidation trustee, agent or other person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purposes of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article Fourteen.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Notes pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder or holders or Representative of Senior Indebtedness who shall have been certified by the Company or from any trustee thereforotherwise established to the reasonable satisfaction of the Trustee to be such holder or Representative; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three at least two (2) Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) Note), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders Noteholders of monies amounts in connection with (i) a redemption of Securities Notes if (i) notice of such redemption has been given pursuant to Article XI or the holders of Notes in compliance with Section 4.01 hereof 3.3 prior to the receipt by the Trustee of written notice as aforesaid, and or (ii) such a purchase of Notes tendered for purchase if the Change in Control Purchase Notice has been received in compliance with Section 3.6 prior to the receipt by the Trustee of written notice as aforesaid; or (b) any payment by the Trustee to the Noteholders of redemption is given not earlier than 60 days before the redemption datemonies deposited with it pursuant to Section 13.1. The Trustee conclusively Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself himself, herself or itself to be a holder of Senior Indebtedness of the Company (or a trustee Representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee Representative on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIIV, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIIIV, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13. Notwithstanding the provisions of this Article XII 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness of the Issuer or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 12 or Section 4.01 10.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company Issuer (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Issuer or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Issuer to participate in any payment or distribution pursuant to this Article XII13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Issuer held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII11. Notwithstanding the provisions of this Article XII 11 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII11, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office office of the Trustee specified in Section 14.02 hereof from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforDebt; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior with respect to the date upon which by the terms hereof any such monies that may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) unless the Trustee shall not have received, with respect on a date not less than one Business Day immediately prior to the date upon which by the terms hereof such moniesmonies shall become payable, the notice provided for in this Section 12.0511.05, then, anything herein in the first two paragraphs of Section 11.02 contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date; provided further, that if the Trustee shall receive any such notice on the date upon which by the terms hereof such monies shall become payable, the Trustee may, in its reasonable discretion, waive the time for notice provided in the foregoing proviso. Notwithstanding anything to the contrary hereinbefore set forth, nothing Nothing shall prevent any payment by the Company or the Trustee to the Securityholders holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 9, and any such payment shall not be subject to the receipt by provisions of Article 11; provided that, at the Trustee time of written notice as aforesaidany such deposit, such deposit and (ii) such notice payment were permitted under this Article 11 without giving effect to the first clause of redemption is given not earlier than 60 days before the redemption datethis sentence. The Trustee conclusively Trustee, subject to the provisions of Section 8.01, shall be entitled to conclusively rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) Debt to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersDebt. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XII11, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII11, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XIIArticle. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article XII or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing (which may be by telegram, telecopy or other similar writing) at the its Corporate Trust Office to that effect signed by an officer of the Company, or by a holder or agent of a holder of Senior Indebtedness who shall have been certified by the Company or otherwise established to the reasonable satisfaction of the Trustee from the Company or a to be such holder or holders of agent, or by the trustee under any indenture pursuant to which Senior Indebtedness or from any trustee therefor; and before shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.016.01 and Section 6.03, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three at least two Business Days prior to the date upon which by the terms hereof any such monies may shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) , on or interest interest, if any, on any Security) the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.05Section, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding Regardless of anything to the contrary hereinbefore set forthherein (but subject, in the case of clause (a) of this paragraph, to the second paragraph of Section 13.02), nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders of monies amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the any redemption date, or (b) any payment by the Trustee to the Securityholders of amounts deposited with it pursuant to Section 4.01, provided, that, in the case of Section 4.02, the applicable Securities are deemed to have been paid and discharged, and in the case of Section 4.01, the Trustee shall not have received, by at least two Business Days prior to the date of execution of instruments acknowledging the satisfaction of and discharge of this Indenture with respect to the applicable Securities, the notice provided in the preceding paragraph. The Subject to Section 6.01 and Section 6.03, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself or herself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersholder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XIIArticle. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIArticle, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01601, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.051605, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.prior

Notice to Trustee. The Company shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXIII. Notwithstanding the provisions of this Article XII XIII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXIII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary contrary, which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIXIII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIXIII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company Partnership shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company Partnership which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISeventeen. Notwithstanding the provisions of this Article XII Seventeen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Partnership or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Seventeen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Partnership, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1703, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1709, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Seventeen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISeventeen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISeventeen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Notes pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII11. Notwithstanding the provisions of this Article XII 11 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII11, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest (including Contingent Interest and Liquidated Damages, if any) on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0511.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 11 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 8, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateArticle 11. The Trustee conclusively Trustee, subject to the provisions of Section 7.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII11, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII11, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Trust Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII5. Notwithstanding the provisions of this Article XII 5 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII5, unless and until a Responsible Trust Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.019.01, shall be entitled in all respects to assume that no such facts exist; provided that PROVIDED THAT if on a date not fewer less than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest (including contingent interest, if any) on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.055.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 5 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 10, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateArticle 5. The Trustee conclusively Trustee, subject to the provisions of Section 9.01, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII5, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII5, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII5. Notwithstanding the provisions of this Article XII 5 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII5, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the applicable Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness Debt or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.0112.01, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer than three Business Days by the Required Notice Date (as defined below) prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest Interest on any Security) (the “Required Payment Date”) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.055.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior datethe Required Notice Date. Notwithstanding anything in this Article 5 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 14, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment5.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee therefor; thereof and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Senior Subordinated Securities pursuant to the provisions of this Article XII. Notwithstanding X (although the failure to give any such notice shall not affect the subordination provisions of set forth in this Article XII or any other provision of this Indenture, the X). The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Senior Debt of the Company or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office to that effect signed by an Officer of the Trustee from the Company Company, or by a holder or holders of Senior Indebtedness Debt or from any trustee or agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.01Article VII, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 10.06 at least two Business Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Senior Subordinated Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Company and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything date (although the receipt of such moneys by any Holder of Senior Subordinated Securities shall otherwise be subject to the contrary hereinbefore set forth, nothing provisions of this Article X). Nothing contained in this Section 10.06 shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to limit the right of any Person as a holder the holders of Senior Indebtedness Debt of the Company to participate in any payment recover payments from Holders as contemplated by Section 10.02 or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment10.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIArticle. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIArticle, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder Representative or holders a Holder or Holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01601, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.051505, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 401, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateSection 1501 or 1502. The Trustee conclusively Trustee, subject to the provisions of Section 601, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities pursuant to the provisions of this Article XIINotes. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee trustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0112.09, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 12.09 at least five Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Note), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness or any trustee, fiduciary or agent therefor, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within five Business Days prior to such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing ; nor shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection be charged with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness knowledge of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf curing of any such holder default or holders. the elimination of the act or condition preventing any such payment unless and until the Trustee shall have received an Officers' Certificate to such effect. (b) In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII12, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13. Notwithstanding the provisions of this Article XII 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies amounts to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies amounts may become payable for any purpose (including, without limitation, the payment of principal (including, if applicable, any cash due upon conversion of the principal of (or Securities), premium, if any) or , and interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies amounts and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment or delivery by the Company Issuer or the Trustee to the Securityholders Holders of monies amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 11 or Section 4.01 9.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company Issuer (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Issuer or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Issuer to participate in any payment or distribution pursuant to this Article XII13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Issuer held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company Each Guarantor shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company such Guarantor which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at from any Guarantor, any Holder, any Paying Agent, any holder of any class of Senior Indebtedness or any Notifying Holder, who shall have been certified by any Guarantor or otherwise established to the Corporate Trust Office reasonable satisfaction of the Trustee from the Company or a holder or holders of Senior Indebtedness to be such holder, or from any trustee therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01601 of the Indenture, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section at least 2 Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within 2 Business Days prior to such prior date. Notwithstanding anything Subject to the contrary hereinbefore set forthprovisions of Section 601 of the Indenture, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities Notes pursuant to the provisions of this Article XIIEleven. Notwithstanding the provisions of this Article XII Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefortrustee, fiduciary, representative, or agent therefor no later than one Business Day prior to such payment; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0111.09, and subject to the provisions of Sections 7.01 and 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice referred to in this Section 11.09 at least one Business Days Day prior to the date upon which by the terms hereof any such monies payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Note), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness or any trustee, fiduciary, representative, or agent therefor as against the Holders of the Notes or any other Person, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on less than one Business Day prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such applicable default in respect of Designated Senior Indebtedness or after the elimination of the act or condition preventing any such prior date. Notwithstanding anything payment unless and until the Trustee shall have received an Officers' Certificate to such effect (subject to the contrary hereinbefore set forth, nothing rights of the holders of the Senior Indebtedness under Section 11.03 hereof). Nothing contained in this Section 11.09 shall prevent any payment limit the right of holders of Senior Indebtedness to recover payments as contemplated by the Company Section 11.02 or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date11.03. The Trustee conclusively shall be entitled to rely on upon the delivery to it of a written notice by a Person representing himself or itself to be a holder of any Senior Indebtedness of the Company (or a trustee on behalf of of, or other representative of, such holder) to establish that such notice has been given by a holder of such Senior Indebtedness of the Company or a trustee or representative on behalf of any such holder. (b) Subject to the provisions of Section 7.01 hereof, the Trustee shall be entitled to rely (to the extent reasonable and in good faith) on the delivery to it of a written notice to the Trustee and the Company by a Person representing itself to be a holder of Senior Indebtedness (or holdersa trustee, fiduciary, representative, or agent therefor) for purposes of establishing that such notice actually has been given by a holder of Senior Indebtedness (or a trustee, fiduciary, representative, or agent therefor); provided, however, that failure to give such notice to the Company shall not affect in any way the ability of the Trustee to rely on such notice. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIEleven, the Trustee may request such Person to furnish evidence not unsatisfactory to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIEleven, and if such evidence is not furnished furnished, the Trustee Trustee, acting in good faith, may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a holder or holders or Representative of Senior Indebtedness who shall have been certified by the Company or from any trustee thereforotherwise established to the reasonable satisfaction of the Trustee to be such holder or Representative; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three at least two (2) Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) Debenture), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders Debentureholders of monies amounts in connection with a redemption of Securities Debentures if (i) notice of such redemption has been given to the holders of Debentures pursuant to Article XI or Section 4.01 hereof III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 sixty (60) days before the redemption date, or (b) any payment by the Trustee to the Debentureholders of monies deposited with it pursuant to Section 13.1. The Trustee conclusively Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself himself, herself or itself to be a holder of Senior Indebtedness of the Company (or a trustee Representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee Representative on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIIV, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIIIV, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XII5. Notwithstanding the provisions of this Article XII 5 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII5, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness Debt or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Article 8, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.055.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 5 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 8, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateArticle 5. The Trustee conclusively Trustee, subject to the provisions of Article 8, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company Debt or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XII5, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII5, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.Article

Notice to Trustee. The Company shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXI. Notwithstanding the provisions of this Article XII XI or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXI, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0511.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI III or Section 4.01 Sections 8.01, 8.02 or 8.03 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIXI, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIXI, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any SecurityDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore herein set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Debentureholders of monies (A) in connection with a redemption of Securities Debentures if (i) notice of such redemption has been given pursuant to Article XI III or Section 4.01 13.1 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption datedate fixed for redemption; and (B) in connection with a repayment of a Debenture pursuant to Article III if, prior to the receipt by the Trustee of a written notice as aforesaid, the Company has given notice of a Fundamental Change. The Trustee conclusively Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIIV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIIV, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities pursuant to the provisions of this Article X. Notwithstanding the provisions of this Article X or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIX, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee therefor; Debt, and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.016.1, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date not fewer less than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0510.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which that may be received by it on or after such prior date. Notwithstanding anything in this Article X to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI Section 7.1, if a Responsible Officer of the Trustee shall not have received written notice at the Corporate Trust Office on or Section 4.01 hereof before one Business Day prior to the receipt by the Trustee of written notice as aforesaid, and (ii) date such notice of redemption payment is given due that such payment is not earlier than 60 days before the redemption datepermitted under Section 10.1 or 10.2. The Trustee conclusively Trustee, subject to the provisions of Section 6.1, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company Debt or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution Debt pursuant to this Article XII, the Trustee may request such Person to furnish X unless it has received satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.X.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Debentures pursuant to the provisions of this Article XII4. Notwithstanding the provisions of this Article XII 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XII4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three one (1) Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest interest, including Additional Interest on any SecurityDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Debentureholders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Section 13.01, provided such deposit was not in violation of this Article XI 4, and any such payment shall not be subject to the provisions of Section 4.01 or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. 4.02 The Trustee conclusively shall be entitled to conclusively rely on the delivery to it of a written notice by a Person Representative to a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish 4 unless it has received reasonably satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment4.

Notice to Trustee. The Company Issuer shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Senior Subordinated Securities pursuant to the provisions of this Article XII. Notwithstanding X (although the failure to give any such notice shall not affect the subordination provisions of set forth in this Article XII or any other provision of this Indenture, the X). The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Senior Debt of the Issuer or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office to that effect signed by an Officer of the Trustee from the Company Issuer, or by a holder or holders of Senior Indebtedness Debt or from any trustee or agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.01Article VII, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 10.06 at least two Business Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Senior Subordinated Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Issuer and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything date (although the receipt of such moneys by any Holder of Senior Subordinated Securities shall otherwise be subject to the contrary hereinbefore set forth, nothing provisions of this Article X). Nothing contained in this Section 10.06 shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to limit the right of any Person as a holder the holders of Senior Indebtedness Debt of the Company Issuer to participate in any payment recover payments from Holders as contemplated by Section 10.02 or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment10.

Notice to Trustee. The Company Issuer shall give promptly prompt written notice to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities pursuant to the provisions of this Article XIITwelve. Notwithstanding Regardless of anything to the provisions of contrary contained in this Article XII Twelve or any other provision of elsewhere in this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing (which may be by telegram, telecopy or other similar writing) at the its Corporate Trust Office to that effect signed by an officer of the Issuer, or by a holder or agent of a holder of Senior Indebtedness who shall have been certified by the Issuer or otherwise established to the reasonable satisfaction of the Trustee from the Company or a to be such holder or holders of agent, or by the trustee under any indenture pursuant to which Senior Indebtedness or from any trustee therefor; and before shall be outstanding, and, prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.01Sections 601 and 603, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three at least two Business Days prior to the date upon which by the terms hereof any such monies may shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.051205, then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding Regardless of anything to the contrary hereinbefore set forthherein (but subject, in the case of clause (a) of this paragraph, to the second paragraph of Section 1302), nothing shall prevent (a) any payment by the Company Issuer or the Trustee to the Securityholders Holders of monies amounts in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof Eleven prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateRedemption Date, or (b) any payment by the Trustee to the Holders of amounts deposited with it pursuant to Section 401 or 402, provided, that, in the case of Section 402, the Securities are deemed to have been paid and discharged, and in the case of Section 401, the Trustee shall not have received, by at least two Business Days prior to the date of execution of instruments acknowledging the satisfaction of and discharge of this Indenture with respect to the Securities, the notice provided in the preceding paragraph. The Subject to Sections 601 and 603, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersholder. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIITwelve, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIITwelve, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly written ----------------- notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII14. Notwithstanding the provisions of this Article XII 14 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII14, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Article 7, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0514.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 3 or Section 4.01 11.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII14, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII14, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Trust Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities or any Paying Agent pursuant to the provisions of this Article XIIArticle. Notwithstanding the provisions of this Article XII or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XIIArticle, unless and until a Responsible Trust Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee thereforOffice; and before the receipt of any such written notice, the Trustee, subject to Section 601 of the provisions of Section 6.01Base Indenture, shall be entitled in all respects to conclusively assume that no such facts exist; provided that if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, including the payment of the principal of (or premium, if any) or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 401 of the Base Indenture, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption dateSection 5.01 or 5.02. The Trustee conclusively Trustee, subject to the provisions of Section 601 of the Base Indenture, shall be entitled to conclusively rely on the delivery to it of a written notice by a Representative or a Person representing himself or herself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Notes pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three two Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article IV to the contrary hereinbefore set forthcontrary, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders Trustee or Noteholders of monies amounts in connection with a redemption of Securities Notes (including a redemption pursuant to Section 3.5) if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company sixty (or a trustee on behalf of such holder60) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.days

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding Twelve (although the failure to give any such notice shall not affect the subordination provisions of set forth in this Article XII or any other provision of this Indenture, the Twelve). The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Guarantor Senior Indebtedness of a Guarantor or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof in writing at the its Corporate Trust Office to that effect signed by an Officer of the Trustee from the Company Company, or by a holder or holders of Guarantor Senior Indebtedness of a Guarantor or from any trustee or agent therefor; and before prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of Section 6.01Article Seven, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 12.05 at least two Business Days prior to the date upon which by the terms hereof of this Indenture any such monies may moneys shall become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies any moneys from the Guarantor and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything date (although the receipt of such moneys by any Holder of Securities shall otherwise be subject to the contrary hereinbefore set forth, nothing provisions of this Article Twelve). Nothing contained in this Section 12.05 shall prevent any payment by limit the Company or right of the Trustee to the Securityholders holders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Guarantor Senior Indebtedness of the Company (or a trustee on behalf of such holder) Guarantor to establish that such notice has been given recover payments as contemplated by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such paymentSection 12.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer the Trustee of any insolvency or bankruptcy proceeding in respect of the Trustee Company, of and proceedings for voluntary liquidation, dissolution, or other winding up of the Company (whether or not involving insolvency or bankruptcy), or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes. Notwithstanding the provisions of this Article XII Thirteen or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any or payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.016.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 13.9 at least two Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Note), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within two Business Days prior to such prior date. Notwithstanding anything in this Article Thirteen to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 4.1, and any such payment shall not be subject to the receipt by provisions of Section 13.2 or 13.3. Subject to the provision of Section 6.1, the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or an agent bank or a trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or any agent bank or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIThirteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder or holders or Representative of Senior Indebtedness who shall have been certified by the Company or from any trustee thereforotherwise established to the reasonable satisfaction of the Trustee to be such holder or Representative; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three at least two (2) Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) Debenture), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.shall

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and 86 94 until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Sectxxx 000, shall be entitled xxxxx xx xxxitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact (other than the existence of a Payment Default or a Payment Blockage Period) known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII XIII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts (other than the existence of a Payment Default or a Payment Blockage Period) which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee Trustee, on behalf of the Trustee, shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee trustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0113.9, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Payment Default does not fewer than three exist, a Payment Blockage Period is not in effect and the Trustee shall not have received the notice provided for in this Section 13.9 at least one Business Days Day prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness or any trustee, fiduciary or agent thereof, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within one Business Day prior to such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing ; nor shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection be charged with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness knowledge of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf curing of any such holder default or holders. In the event that elimination of the act or condition preventing any such payment unless and until the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment shall have received an Officers' Certificate to such Person pending judicial determination as to the right of such Person to receive such paymenteffect.

Notice to Trustee. (a) The Company Issuers shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company Guarantors which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant Notes. Failure to give such notice shall not affect the provisions subordination of this Article XIIthe Guarantees to Senior Indebtedness. Notwithstanding the provisions of this Article XII or any other provision of this Eighth Supplemental Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office address specified in Section 11.02 of the Trustee Original Indenture from the Company Guarantors or a holder or holders of Senior Indebtedness or from any trustee or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01 of the Original Indenture, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Responsible Officer of the Trustee shall not fewer than have received, at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (principal, redemption price or premiuminterest, if any) or interest on , as the case may be, in respect of any Security) Note), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section 12.057.08, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything . (b) Subject to the contrary hereinbefore set forthprovisions of Section 7.01 of the Original Indenture, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to conclusively rely on the delivery to it of a written notice by a Person person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee or agent on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee or agent on behalf of any such holder or holdersholder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIIArticle, and if such evidence is not furnished furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right rights of such Person person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 11 or Section 4.01 9.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.this

Notice to Trustee. The Company shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXIV. Notwithstanding the provisions of this Article XII XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIXIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness of the Company or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0514.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI III or Section 4.01 Sections 11.02 or 11.03 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIXIV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIXIV, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant of a series. Failure to give such notice shall not affect the provisions subordination of this Article XIIthe Securities of that series to Senior Indebtedness. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIIa series, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee address specified in Section 1.1 from the Company or a holder or holders of Senior Indebtedness or from any trustee or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Article Six, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date Trust Officer of the Trustee shall not fewer than have received, at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) ), or interest on interest, if any, as the case may be, in respect of any Security) Security of that series), the Trustee shall not have received, notice with respect to such monies, the notice money provided for in this Section 12.0516.10, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything Subject to the contrary hereinbefore set forthprovisions of Article Six, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee or agent on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee or agent on behalf of any such holder or holdersholder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment which it may be required to make for the benefit of such Person person pursuant to the terms of this Indenture pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 11 or Section 4.01 9.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII12, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days business days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any SecurityDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore herein set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Debentureholders of monies (A) in connection with a redemption of Securities Debentures if (i) notice of such redemption has been given pursuant to Article XI III or Section 4.01 13.1 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption datedate fixed for redemption; and (B) in connection with a repayment of a Debenture pursuant to Article III if, prior to the receipt by the Trustee of a written notice as aforesaid, the Company has given notice of a Fundamental Change. The Trustee conclusively Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIIV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIIV, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of (a) all Secured Senior Indebtedness incurred by the Company, including the names of representatives of such holders (if actually known by the Company) of Secured Senior Indebtedness and (b) any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII6. Notwithstanding the provisions of this Article XII 6 or any other provision of this Indenture, the Trustee and the Agents shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee and the Agents in respect of the Securities Notes pursuant to the provisions of this Article XII6, unless and until a Responsible Officer of the Trustee and the Agents shall have received written notice thereof at the Corporate Trust Office of or at the Trustee address for notice set forth in Section 15.01 hereof, respectively, from the Company or a holder or holders (in the form of Senior Indebtedness or from any trustee thereforan Officers’ Certificate); and before the receipt of any such written notice, the TrusteeTrustee and the Agents, subject to the provisions of Section 6.0110.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, including the payment of the principal of (or premiumof, if any) or interest on any SecurityNote) the Trustee and the Agents shall not have received, with respect to such monies, the notice provided for in this Section 12.056.05 or a Payment Blockage Notice provided for in Section 6.01, then, anything herein contained to the contrary notwithstanding, the Trustee and the Agents shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 6 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or Trustee and the Trustee Agents to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 11, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and Article 6. (iib) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee or any Agent determines in good faith that further evidence is required with respect to the right of any Person as a holder of Secured Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII6, the Trustee or any Agent may request such Person to furnish evidence to the reasonable satisfaction of the Trustee or such Agent as to the amount of Secured Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII6, and if such evidence is not furnished the Trustee or any Agent may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13. Notwithstanding the provisions of this Article XII 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness of the Company or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 12 or Section 4.01 10.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written ----------------- notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided provided, -------- however, that if on a date the Trustee shall not fewer than have received the notice provided for in ------- this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 11 or Section 4.01 9.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII12, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which 46 they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII4. Notwithstanding the provisions of this Article XII 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness Obligations or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three two (2) Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest Liquidated Damages on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Noteholders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Section 13.01, provided such deposit was not in violation of this Article XI 4, and any such payment shall not be subject to the provisions of Section 4.01 or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. 4.02 The Trustee conclusively shall be entitled to conclusively rely on the delivery to it of a written notice by a Person Representative to a person representing himself to be a holder of Senior Indebtedness of the Company Obligations (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company Obligations or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution Obligations pursuant to this Article XII, the Trustee may request such Person to furnish 4 unless it has received reasonably satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Obligations held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment4.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01801, shall be entitled in all respects to assume that no such facts exist; provided that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section at least two Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within two Business Days prior to such prior date. Notwithstanding anything in this Article Twelve to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 401, and any such payment shall not be subject to the receipt by provisions of Section 1202 or 1203. Subject to the provisions of Section 601, the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or an agent bank or a trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or an agent bank or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which that would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII X or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness Indebtedness; or from any trustee trustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0110.9, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 10.9 at least two Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness, or any trustee, fiduciary or agent therefor, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on within five Business Days prior to date of such application; nor shall the Trustee be charged with knowledge of the curing of any such default or after the elimination of the act or condition preventing any such prior date. Notwithstanding anything payment unless and until the Trustee shall have received an Officers' Certificate to such effect. (b) Subject to the contrary hereinbefore set forthprovisions of Section 7.1 hereof, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself itself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holdertrustee, fiduciary, agent or other representative therefor) to establish that such notice has been given by a holder of Senior Indebtedness (or a trustee, fiduciary, agent or other representative therefor); provided, however, that failure to give such notice to the Company shall not affect in any way the ability of the Company or a trustee Trustee to rely on behalf of any such holder or holdersnotice. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIX, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIX, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII4. Notwithstanding the provisions of this Article XII 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three one (1) Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premiumof, if any) or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Noteholders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Section 13.01, provided such deposit was not in violation of this Article XI 4, and any such payment shall not be subject to the provisions of Section 4.01 or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date4.02. The Trustee conclusively shall be entitled to conclusively rely on the delivery to it of a written notice by a Person Representative to a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish 4 unless it has received reasonably satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment4.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any paying agent in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV. Notwithstanding the provisions of this Article XII IV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any Senior Indebtedness or of any default or event of default with respect to any Senior Indebtedness or of any other facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIIV, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a holder or holders or Representative of Senior Indebtedness who shall have been certified by the Company or from any trustee thereforotherwise established to the reasonable satisfaction of the Trustee to be such holder or Representative; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three at least two (2) Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest on any Security) Debenture), the Trustee shall not have received, received with respect to such monies, monies the notice provided for in this Section 12.054.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent (a) any payment by the Company or the Trustee to the Securityholders Debentureholders of monies amounts in connection with a redemption of Securities Debentures if (i) notice of such redemption has been given to the holders of Debentures pursuant to Article XI or Section 4.01 hereof III prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 sixty (60) days before the redemption date, or (b) any payment by the Trustee to the Debentureholders of monies deposited with it pursuant to Section 13.1. The Trustee conclusively Trustee, subject to the provisions of Section 8.1, shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself himself, herself or itself to be a holder of Senior Indebtedness of the Company (or a trustee Representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee Representative on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIIV, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIIIV, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.any

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders 88 96 of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01612, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than have received the notice provided for in this Section at least three Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within three Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 1603, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 1609, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 612, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefor). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in a form of an Officers' Certificate to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII10. Notwithstanding the provisions of this Article XII 10 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII10, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a holder or holders of Senior Indebtedness Debt or a Representative or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01 hereof, shall be entitled in all respects to assume that no such facts exist; provided that that, if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal Principal Amount, Issue Price, accrued Original Issue Discount, redemption price, Change of (Control Payment or premiuminterest, if any) or interest on , in respect of any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0510.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore herein set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection with a redemption of Securities Notes if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 3 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively Trustee, subject to the provisions of Section 7.01 hereof, shall be entitled to rely conclusively on the delivery to it of a written notice by a Person representing himself to be a holder or a Representative of Designated Senior Debt or a Representative of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder or a Representative of Designated Senior Indebtedness Debt or a Representative of the Company such Senior Debt or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XII10, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of such Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII10, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Junior Subordinated Securities pursuant to the provisions of this Article XIIFourteen. Notwithstanding the provisions of this Article XII Fourteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Junior Subordinated Securities pursuant to the provisions of this Article XIIFourteen, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from the Company or a holder or holders of Senior Indebtedness Debt or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01Article Six, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 1406 at least two Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Junior Subordinated Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose purposes for which they were received, and -66- shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof within two Business Days prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively Trustee, subject to the provisions of Article Six, shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Debt or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XIIFourteen, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIIFourteen, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company Each Obligor shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent other than the Trustee of any fact known to the Company such Obligor which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent other than the Trustee in respect of the Securities or the Guarantee, as applicable, pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities or the Guarantee pursuant to the provisions of this Article XII, XII unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company applicable Obligor (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforof the applicable Obligor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.1, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three one Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0512.5, then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article XII to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior VIII, and any such payment shall not be subject to the receipt by the Trustee provisions of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption datethis Article XII. The Trustee conclusively Trustee, subject to the provisions of Section 7.1, shall be entitled to rely on the delivery to it of a written notice by a Person Representative or a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) an Obligor to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersObligor. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company an Obligor to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company such Obligor held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII4. Notwithstanding the provisions of this Article XII 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforthereof; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, Trustee shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer less than three one (1) Business Days Day prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premiumof, if any) or interest on any SecurityNote) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such apply monies and to apply the same received to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything in this Article 4 to the contrary hereinbefore set forthcontrary, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Noteholders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Section 13.01, provided such deposit was not in violation of this Article XI 4, and any such payment shall not be subject to the provisions of Section 4.01 or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date4.02. The Trustee conclusively shall be entitled to conclusively rely on the delivery to it of a written notice by a Person Representative to a person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the The Trustee determines in good faith that further evidence is shall not be required with respect to the right make any payment or distribution to or on behalf of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish 4 unless it has received reasonably satisfactory evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment4.

Notice to Trustee. The Company Issuer shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIITwelve. Notwithstanding the provisions of this Article XII Twelve or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIITwelve, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.015.1, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three Business Days business days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, including the payment of the principal of (or premium, if any) or and interest on any Securitythe Securities) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0512.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore herein set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof Eleven prior to the receipt by the Trustee of written notice as aforesaid, aforesaid and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively Trustee, subject to the provisions of Section 5.1, shall be entitled to rely on the delivery to it of a written notice by a Person person representing himself or herself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersholder. In the event that If the Trustee determines in good faith that further evidence is required with respect to the right of any Person person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIITwelve, the Trustee may request such Person person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Personperson, the extent to which such Person person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person person under this Article XIITwelve, and if such evidence is not furnished the Trustee may defer any payment to such Person person pending judicial determination as to the right of such Person person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company it which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities or coupons appertaining thereto pursuant to the provisions of this Article XIIArticle. Notwithstanding the provisions of this Article XII or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which fact that would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities or coupons appertaining thereto pursuant to the provisions of this Article XIIArticle, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Company, or a holder or holders of Senior Indebtedness or from any trustee therefortrustee, fiduciary or agent therefor at least ten Business Days prior to such payment date; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01601, shall be entitled in all respects to assume that no such facts exist; PROVIDED, HOWEVER, that, if the Trustee shall not have received the notice provided that if on a date not fewer than three for in this Section 1310 at least ten Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Security or coupon), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within ten Business Days prior to such prior date. Notwithstanding anything . (b) Subject to the contrary hereinbefore set forthprovisions of Section 601, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or such holder's representative or a trustee on behalf of such holdertherefor) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or such holder's representative or a trustee on behalf of any such holder or holdersholder). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIand, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee or any Paying Agent in respect of the Securities Notes pursuant to the provisions of this Article XII15. Notwithstanding the provisions of this Article XII 15 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Notes pursuant to the provisions of this Article XII15, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company (in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereforIndebtedness; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.017.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior with respect to the date upon which by the terms hereof any such monies that may become payable for any purpose (including, without limitation, the payment of the principal of (of, or premium, if any) , or interest Interest on any SecurityNote) unless the Trustee shall not have received, with respect on a date not less than one Business Day immediately prior to the date upon which by the terms hereof such moniesmonies shall become payable, the notice provided for in this Section 12.0515.05, then, anything herein in the first two paragraphs of Section 15.02 contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing Nothing shall prevent any payment by the Company or the Trustee to the Securityholders holders of monies in connection deposited with a redemption of Securities if (i) notice of such redemption has been given it pursuant to Article XI or Section 4.01 hereof prior 12, and any such payment shall not be subject to the receipt by provisions of Article 15; provided that, at the Trustee time of written notice as aforesaidany such deposit, such deposit and (ii) such notice payment were permitted under this Article 15 without giving effect to the first clause of redemption is given not earlier than 60 days before the redemption datethis sentence. The Trustee conclusively Trustee, subject to the provisions of Section 7.01, shall be entitled to rely on the delivery to it of a written notice by a Representative or a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a Representative or a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holdersIndebtedness. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII15, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII15, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. (a) The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities pursuant to the provisions of this Article XIINotes. Notwithstanding the provisions of this Article XII Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIINotes, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefortrustee, fiduciary, representative, or agent therefor no later than one Business Day prior to such payment; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0111.09, and subject to the provisions of Sections 7.01 and 7.02 hereof, 104 shall be entitled in all respects to assume that no such facts exist; provided PROVIDED, HOWEVER, that if on a date the Trustee shall not fewer than three have received the notice referred to in this Section 11.09 at least one Business Days Day prior to the date upon which by the terms hereof any such monies payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05Note), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness or any trustee, fiduciary, representative, or agent therefor as against the Holders of the Notes or any other Person, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on less than one Business Day prior to such date; nor shall the Trustee be charged with knowledge of the curing of any such applicable default in respect of Designated Senior Indebtedness or after the elimination of the act or condition preventing any such prior date. Notwithstanding anything payment unless and until the Trustee shall have received an Officers' Certificate to such effect (subject to the contrary hereinbefore set forthrights of the holders of the Senior Indebtedness under Section 11.03 hereof). (b) Subject to the provisions of Section 7.01 hereof, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely (to the extent reasonable and in good faith) on the delivery to it of a written notice to the Trustee and the Company by a Person representing himself itself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf trustee, fiduciary, representative, or agent therefor) for purposes of such holder) to establish establishing that such notice actually has been given by a holder of Senior Indebtedness (or a trustee, fiduciary, representative, or agent therefor); PROVIDED, HOWEVER, that failure to give such notice to the Company shall not affect in any way the ability of the Company or a trustee Trustee to rely on behalf of any such holder or holdersnotice. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIEleven, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIEleven, and if such evidence is not furnished furnished, the Trustee Trustee, acting in good faith, may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company Issuer shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12. Notwithstanding the provisions of this Article XII 12 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII12, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI 13 or Section 4.01 10.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII12, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII12, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness Debt or from any trustee therefortherefor or representative thereof; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, Trustee shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section at least two Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of of, the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof within two Business Days prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall not be charged with knowledge of the curing of any such default or the elimination of the act or condition preventing any such payment unless and until the Trustee shall have received an Officer's Certificate to such effect. Subject to the provisions of Section 6.1, the Trustee shall be entitled to rely on the delivery to it of a written notice notice, by a Person representing himself itself to be a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of such holdertherefor or representative thereof) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Debt (or a trustee on behalf of any such holder therefor or holdersrepresentative thereof). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Debt to participate in any payment or distribution pursuant to this Article XIIArticle, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Debt held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIArticle, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any default or event of default with respect to any Senior Indebtedness or of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISixteen. Notwithstanding the provisions of this Article XII Sixteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any representative or trustee thereforacting on their behalf; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.016.12, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section at least 3 Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose (including, without limitation, the payment of the principal of (or and premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within 3 Business Days prior to such prior date. Notwithstanding anything to Nothing contained in this Article Sixteen or any other Article of this Indenture or in any of the contrary hereinbefore set forth, nothing Securities shall prevent (a) the Company, at any payment by time except during the Company pendency of any Proceeding, or under the Trustee to conditions described in Section 16.03, from making payments at any time in respect of the Securityholders of monies in connection with a redemption of Securities if Securities, or (ib) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt application by the Trustee of written notice any money deposited with it hereunder to the payment of or on account of the Securities, or the retention thereof by any Holder, if the Trustee did not have notice, as aforesaidprovided in this Section 16.09, and (ii) that such notice payment would have been prohibited by the provisions of redemption is given not earlier than 60 days before this Article Sixteen. Subject to the redemption date. The provisions of Section 6.12, the Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a representative or trustee on behalf of such holdertherefore) to establish that such notice has been given by a holder of Senior Indebtedness of the Company (or a trustee on behalf of any such holder or holderstherefore). In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIISixteen, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIISixteen, and if such evidence is not furnished furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIFour. The Trustee, subject to the provisions of Section 8.01, shall be entitled to assume that no such fact exists unless the Company or any holder of Senior Indebtedness or any trustee therefor has given such notice to a Responsible Officer of the Trustee at the Principal Office of the Trustee. Notwithstanding the provisions of this Article XII Four or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities Debentures pursuant to the provisions of this Article XIIFour, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Principal Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.018.01, shall be entitled in all respects to assume that no such facts exist; provided PROVIDED that if on a date not fewer than three Business Days business days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any SecurityDebenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.054.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company or the Trustee to the Securityholders Debentureholders of monies in connection with a redemption of Securities Debentures if (i) notice of such redemption has been given pursuant to Article XI Three or Section 4.01 13.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively Trustee, subject to the provisions of Section 8.01, shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XIIFour, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XIIFour, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Notice to Trustee. The Company shall give promptly prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company which would prohibit the making of any payment of monies to or by the Trustee at its Corporate Trust Office in respect of the Securities pursuant to the provisions of this Article XIISecurities. Notwithstanding the provisions of this Article XII 10 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XIISecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company or a holder or holders of Senior Indebtedness or from any trustee trustee, fiduciary or agent therefor; and before and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 6.0110.09, shall be entitled in all respects to assume that no such facts exist; provided provided, however, that if on a date the Trustee shall not fewer than three have received the notice provided for in this Section 10.09 at least five Business Days prior to the date upon which by the terms hereof any such monies money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of (or of, premium, if any) , or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.05), then, anything herein contained to the contrary notwithstandingnotwithstanding but without limiting the rights and remedies of the holders of Senior Indebtedness or any trustee, fiduciary or agent therefor, the Trustee shall have full power and authority to receive such monies money and to apply the same to the purpose for which they were received, such money was received and shall not be affected by any notice to the contrary which may be received by it on or after within five Business Days prior to date of such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing application; nor shall prevent any payment by the Company or the Trustee to the Securityholders of monies in connection be charged with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness knowledge of the Company (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company or a trustee on behalf curing of any such holder default or holders. In the event that elimination of the act or condition preventing any such payment unless and until the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company to participate in any payment or distribution pursuant to this Article XII, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII, and if such evidence is not furnished the Trustee may defer any payment shall have received an Officers' Certificate to such Person pending judicial determination as to the right of such Person to receive such paymenteffect.

Notice to Trustee. The Company Issuer shall give promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company Issuer which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13. Notwithstanding the provisions of this Article XII 13 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Securities pursuant to the provisions of this Article XII13, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company Issuer or a holder or holders of Senior Indebtedness of the Issuer or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Section 6.01, shall be entitled in all respects to assume that no such facts exist; provided that if on a date not fewer than three Business Days prior to the date upon which by the terms hereof any such monies may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Security) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.0513.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such monies and to apply the same to the purpose for which they were received, and shall not be affected by any notice to the contrary which may be received by it on or after such prior date. Notwithstanding anything to the contrary hereinbefore set forth, nothing shall prevent any payment by the Company Issuer or the Trustee to the Securityholders of monies in connection with a redemption of Securities if (i) notice of such redemption has been given pursuant to Article XI or Section 4.01 12 hereof prior to the receipt by the Trustee of written notice as aforesaid, and (ii) such notice of redemption is given not earlier than 60 days before the redemption date. The Trustee conclusively shall be entitled to rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness of the Company Issuer (or a trustee on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness of the Company Issuer or a trustee on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of Senior Indebtedness of the Company Issuer to participate in any payment or distribution pursuant to this Article XII13, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness of the Company Issuer held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XII13, and if such evidence is not furnished the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.