Common use of Obligation of Company Unconditional Clause in Contracts

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending for the purpose 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.

Obligation of Company Unconditional. Nothing contained in this Article Thirteen or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Notes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Notes the principal of (and premium, if any) and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Thirteen of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Thirteen, the Trustee and the Holders Noteholders of the Notes shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Noteholders of the Notes for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Thirteen.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Subordinated Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the Holders, holders of the Subordinated Securities the obligation of the Company, which is absolute and unconditional, unconditional to pay to the Holders holders of the Subordinated Securities the principal of of, premium, if any, and interest on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders holders of the Subordinated Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the holder of any Holder Subordinated Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders holders of the Subordinated Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other Person making any payment or distribution, delivered to the Trustee or to the holders of the Subordinated Securities, for the purpose of ascertaining the persons Persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article. 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 to participate in any payment or distribution pursuant to this Section, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, as to the extent to which such Person is entitled to participate in such payment or distribution, and as to other facts pertinent to the right of such Person under this Section, 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.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Bonds is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the HoldersHolders of the Bonds, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Bonds such principal (and premium, if any) of and interest on the Notes Bonds as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Bonds and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle , the Trustee and the Holders of the Bonds shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of the Bonds for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness and other indebtedness of Indebtedness or the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending for the purpose 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. The Trustee 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 (or an agent or representative of such holder or a trustee under any indenture under which any instruments evidencing any such Senior Indebtedness may have been issued) to establish that such notice has been given by a holder of such Senior Indebtedness or such agent or representative or trustee on behalf of such holder. 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 to participate in any payment or distribution pursuant to this Article XV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness 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 right of such Person under this Article XV, 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 or distribution.

Obligation of Company Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Notes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Notes the principal of (and premium, if any) and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Twelve, the Trustee and the Holders Noteholders of the Notes shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Noteholders of the Notes for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Obligation of Company Unconditional. Nothing contained in this Article Section 2 or elsewhere in this Indenture Agreement, the Loan Agreement, the May 1998 Securities Purchase Agreement, the Alpharma Note or in the Notes Furmxx Xxxes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and Alpharma and the HoldersOriginal Lenders, the obligation of the Company, which is absolute and unconditional, to pay to Alpharma and the Holders Original Lenders the principal of and interest on the Notes Alpharma Note and the Furmxx Xxxes, as applicable, as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of Alpharma and the Holders Original Lenders and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent Alpharma and the Trustee or any Holder Original Lenders from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Section 2 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleSection 2, the Trustee Alpharma and the Holders shall be Original Lenders are entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other Person making any distribution to Alpharma and the Original Lenders for the purpose of ascertaining the persons 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, thereon and all other facts pertinent thereto or to this ArticleSection 2. Nothing contained in this Section 2 or elsewhere in this Agreement, the Alpharma Note or the Furmxx Xxxes is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 2.3 (not cured or waived), payments at any time of the principal or of interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article Four or elsewhere in this Indenture or in the Notes Debentures is intended to or shall alter or impair, as among between the Company, its creditors (other than the holders of Senior Indebtedness Indebtedness), and the HoldersDebentureholders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders Debentureholders the principal of of, premium (if any) and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders Debentureholders and creditors of the Company Company, other than the holders of the Senior Indebtedness, nor shall anything herein or therein in any Debentures prevent the Trustee or any Holder Debentureholder from exercising all remedies otherwise permitted by applicable law upon default the happening of any Event of Default under this Indenture, subject to the rights, if any, under this Article Four of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedyremedy and subject to the limitations set forth in Article 6. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Four, the Trustee, subject as between the Trustee and the Holders Debentureholders to the provisions of Section 701, and the Debentureholders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending or a certificate of the liquidating trustee or agent or other Person making any distribution to the Trustee or to the Debentureholders for the purpose of ascertaining the persons 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, thereon and all other facts pertinent thereto or to this Article Four. 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 to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, as to the extent to which such Person is entitled to participate in such payment or distribution, and as to other facts pertinent to the rights of such Person under this Article, 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. The Trustee shall not be deemed to owe any fiduciary duty to the holders of Senior Indebtedness.

Obligation of Company Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Notes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Notes the principal of (and premium, if any) and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Twelve, the Trustee and the Holders Noteholders of the Notes shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Noteholders of the Notes for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this Article.Article Twelve. -72- Indenture

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes is intended to or herein shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Company and the HoldersHolders of Securities (and any Coupons appertaining thereto), the obligation right of the CompanyHolder of any Security or any Coupon, which is absolute and unconditional, to pay to the Holders receive payment of the principal of (and interest on the Notes as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or is intended shall prevent the Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or shall affect the relative rights premium, if any) or interest, if any, on any of the Holders and creditors of the Company other than the holders of Senior IndebtednessSecurities (or any Coupons appertaining thereto), in each case except as otherwise provided in this Article XV, nor shall anything herein or therein prevent the Trustee any Holder of Securities (or any Holder Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law or hereunder upon default under this Indenturehereunder, subject to the rights, if any, under this Article of the holders of Senior Indebtedness Debt as herein provided. Each and every holder of Securities (or any Coupons appertaining thereto) by acceptance thereof shall undertake and agree for the benefit of each holder of Senior Debt to execute, verify, deliver and file any proofs of claim, consents, assignments or other instruments which any holder of Senior Debt may at any time require in respect of cash, property order to prove and realize upon any rights or securities claims pertaining to the Securities (or any Coupons appertaining thereto) and to effectuate the full benefit of the Company received upon the exercise of any such remedysubordination contained in this Article XV. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle XV, the Trustee and the Holders of Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of Securities (or any Coupons appertaining thereto) for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this Article.Article XV. 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

Obligation of Company Unconditional. Nothing contained in this Article 10 or elsewhere in this Indenture or in the Notes any Note is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness of the Company and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of of, premium, if any, and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of the Senior IndebtednessIndebtedness of the Company, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 10 of the holders of Senior Indebtedness of the Company in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 10, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders shall be entitled to conclusively rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness of the Company and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle 10. Nothing contained in this Article 10 or elsewhere in this Indenture or in any Note is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 10.03 hereof (not cured or waived), payments at any time of the principal or of interest on the Notes.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and any premium or interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article.

Obligation of Company Unconditional. Nothing contained in this Article 11 or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 11 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 11, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleArticle 11. Nothing contained in this Article 11 or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at ay time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 11.04 (not cured or waived), payments at any time of the principal or of interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Notes Debentures is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the HoldersHolders of the Debentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Debentures and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Debenture from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Nine, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of the Debentures for the purpose of ascertaining the persons entitled to participate in such payment or 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, therein and all other facts pertinent thereto or to this ArticleArticle Nine. In the event that the Trustee determines, in good faith, that evidence is required with respect to the right of any person as holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such person, the extent to which such person is entitled to participate in such payment or distribution and any other facts pertaining to the rights of such person under this Article Nine, 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.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes is intended to or herein shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Company and the HoldersHolders of Securities (and any Coupons appertaining thereto), the obligation right of the CompanyHolder of any Security or any Coupon, which is absolute and unconditional, to pay to the Holders receive payment of the principal of (and interest on the Notes as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or is intended shall prevent the Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or shall affect the relative rights premium, if any) or interest, if any, on any of the Holders and creditors of the Company other than the holders of Senior IndebtednessSecurities (or any Coupons appertaining thereto), in each case except as otherwise provided in this Article XV, nor shall anything herein or therein prevent the Trustee any Holder of Securities (or any Holder Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law or hereunder upon default under this Indenturehereunder, subject to the rights, if any, under this Article of the holders of Senior Indebtedness Debt as herein provided. Each and every holder of Securities (or any Coupons appertaining thereto) by acceptance thereof shall undertake and agree for the benefit of each holder of Senior Debt to execute, verify, deliver and file any proofs of claim, consents, assignments or other instruments which any holder of Senior Debt may at any time require in respect of cash, property order to prove and realize upon any rights or securities claims pertaining to the Securities (or any Coupons appertaining thereto) and to effectuate the full benefit of the Company received upon the exercise of any such remedysubordination contained in this Article XV. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle XV, the Trustee and the Holders of Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of Securities (or any Coupons appertaining thereto) for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle XV. 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 Debt to participate in any payment or distribution pursuant to this Article XV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such person, as to the extent to which such person is entitled to participate in such payment or distribution, and as to other facts pertinent to the rights of such person under this Article XV, 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.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Subordinated Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the Holdersholders of the Subordinated Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders holders of the Subordinated Securities the principal of of, premium, if any, and interest on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders holders of the Subordinated Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the holder of any Holder Subordinated Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders holders of the Subordinated Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other Person making any payment or distribution, delivered to the Trustee or to the holders of the Subordinated Securities, for the purpose of ascertaining the persons Persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article. 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 to participate in any payment or distribution pursuant to this Section, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, as to the extent to which such Person is entitled to participate in such payment or distribution, and as to other facts pertinent to the right of such Person under this Section, 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.

Obligation of Company Unconditional. Nothing contained in this Article 9 or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness of the Company and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of of, premium, if any, and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of the Senior IndebtednessIndebtedness of the Company, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 9 of the holders of Senior Indebtedness of the Company in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 9, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders shall be entitled to conclusively rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness of the Company and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle 9. Nothing contained in this Article 9 or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Sec- tion 9.03 hereof (not cured or waived), payments at any time of the principal or of interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article ARTICLE XI or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the principal of and interest on Securities all amounts due with respect to the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article ARTICLE XI of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleARTICLE XI, the Trustee Trustee, subject to the provisions of SECTIONS 7.01 AND 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleARTICLE XI. Nothing contained in this ARTICLE XI or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in SECTION 11.04 (not cured or waived), payments at any time of all amounts due with respect to the Securities.

Obligation of Company Unconditional. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among between the Company, Company and its creditors other than the holders of the Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of (and premium, if any), and interest on on, the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle XIII, the Trustee and the Holders of the Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the persons person entitled to participate in such payment or distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, Company the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle XIII.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Subordinated Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the Holdersholders of the Subordinated Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders holders of the Subordinated Securities the principal of of, premium, if any, and interest on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders holders of the Subordinated Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the holder of any Holder Subordinated Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders holders of the Subordinated Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other Person making any payment or distribution, delivered to the Trustee or to the holders of the Subordinated Securities, for the purpose of ascertaining the persons Persons entitled to participate in such payment or distribution, the holders of -4- the Senior Indebtedness and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this Article. 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 to participate in any payment or distribution pursuant to this Section, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such Person, as to the extent to which such Person is entitled to participate in such payment or distribution, and as to other facts pertinent to the right of such Person under this Section, 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.

Obligation of Company Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Notes Debentures is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Debentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of (and premium, if any) and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Debentures and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Twelve, the Trustee and the Holders Debentureholders of the Debentures shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Debentureholders of the Debentures for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and DUKE ENERGY FIELD SERVICES, LLC SUBORDINATED INDENTURE - 64 - unconditional, to pay to the Holders the principal of and any premium or interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article. The Trustee 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 (or a trustee or representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee or 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 as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness 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, and, if such evidence is not furnished, the Trustee may defer payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes is intended to or herein shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Company and the HoldersHolders of Securities (and any Coupons appertaining thereto), the obligation right of the CompanyHolder of any Security or any Coupon, which is absolute and unconditional, to pay to the Holders receive payment of the principal of (and interest on the Notes as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or is intended shall prevent the Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or shall affect the relative rights premium, if any) or interest, if any, on any of the Holders and creditors of the Company other than the holders of Senior IndebtednessSecurities (or any Coupons appertaining thereto), in each case except as otherwise provided in this Article XV, nor shall anything herein or therein prevent the Trustee any Holder of Securities (or any Holder Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law or hereunder upon default under this Indenturehereunder, subject to the rights, if any, under this Article of the holders of Senior Indebtedness Debt as herein provided. Each and every holder of Securities (or any Coupons appertaining thereto) by acceptance thereof shall undertake and agree for the benefit of each holder of Senior Debt to execute, verify, deliver and file any proofs of claim, consents, assignments or other instruments which any holder of Senior Debt may at any time require in respect of cash, property order to prove and realize upon any rights or securities claims pertaining to the Securities (or any Coupons appertaining thereto) and to effectuate the full benefit of the Company received upon the exercise of any such remedysubordination contained in this Article XV. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle XV, the Trustee and the Holders of Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of Securities (or any Coupons appertaining thereto) for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle XV. 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 Debt to participate in any payment or distribution pursuant to this Article XV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Debt held by such person, as to the extent to which such person is entitled to participate in such payment or distribution, and as to other facts pertinent to the rights of such person under this Article XV 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.

Obligation of Company Unconditional. Nothing contained in this Article Seventeen or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the -91- principal of (and premium, if any), interest on on, or any Additional Amounts with respect to, the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness, Indebtedness nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Seventeen of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Seventeen, the Trustee and the Holders of the Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee, or to the Holders of the Securities, for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, Company the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Seventeen.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article.

Obligation of Company Unconditional. Nothing contained in this Article Thirteen or elsewhere in this Indenture or in the Notes any Authorizing Resolution is intended in- tended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Thirteen of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Thirteen, the Trustee Trustee, subject to the provisions of Section 601, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleArticle Thirteen. Nothing contained in this Article Thirteen or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 1304 (not cured or waived), payments at any time of the principal or of interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article 9 or elsewhere in this Indenture or in the Notes any Note is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt of the Company and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of of, premium, if any, and interest interest, including any Additional Interest, on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of the Senior IndebtednessDebt of the Company, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 9 of the holders of Senior Indebtedness Debt of the Company in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 9, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders shall be entitled to conclusively rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness Debt of the Company and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle 9. Nothing contained in this Article 9 or elsewhere in this Indenture or in any Note is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 9.03 hereof (not cured or waived), payments at any time of the principal or of interest on the Notes.

Obligation of Company Unconditional. Nothing contained in this Article Section 2 or elsewhere in this Indenture Agreement, the Loan Agreement, the May 1998 Securities Purchase Agreement, the Alpharma Note or in the Notes Furmxx Xxxes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and Alpharma and the HoldersOriginal Lenders, the obligation of the Company, which is absolute and unconditional, to pay to Alpharma and the Holders Original Lenders the principal of and interest on the Notes Project Loans, Screened Project Loans, Alpharma Note and the Furmxx Xxxes, as applicable, as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of Alpharma and the Holders Original Lenders and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent Alpharma and the Trustee or any Holder Original Lenders from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Section 2 of the holders of Senior Indebtedness and holders of the Alpharma Note, in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleSection 2, the Trustee Alpharma and the Holders shall be Original Lenders are entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other Person making any distribution to Alpharma and the Original Lenders for the purpose of ascertaining the persons 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, thereon and all other facts pertinent thereto or to this ArticleSection 2. Nothing contained in this Section 2 or 8 elsewhere in this Agreement, Project Loans, Screened Project Loans, the Alpharma Note or the Furmxx Xxxes is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 2.3 (not cured or waived), payments at any time of the principal or of interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article 12 or elsewhere in this Indenture or in the Notes Debentures is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the HoldersHolders of the Debentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of and any premium and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Debentures and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Debenture from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 12 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 12, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other Person making any payment or distribution to the Trustee or to the Holders of the Debentures for the purpose of ascertaining the persons Persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, therein and all other facts pertinent thereto or to this ArticleArticle 12.

Obligation of Company Unconditional. Nothing contained in this Article Eleven or elsewhere in this Indenture or in the Notes any Note is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder of any Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Eleven of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Eleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other Person making any distribution to the Trustee or the Holders, for the purpose of ascertaining the persons 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, thereon and all other facts pertinent thereto or to this ArticleArticle Eleven. Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Note is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganzation proceeding, and except during the continuance of any default specified in Section 11.03 (not cured or waived), payments at any time of the principal or of interest on the Notes.

Obligation of Company Unconditional. Nothing contained in this Article Eleven or elsewhere in this Indenture or in the Notes any Note is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Notes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Notes the principal of and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Eleven of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Eleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Notes shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Notes, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleArticle Eleven. Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Note is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 11.03 (not cured or waived), payments at any time of the principal or of interest on the Notes.

Obligation of Company Unconditional. Nothing contained in this Article 10 or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 10 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 10, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleArticle 10. Nothing contained in this Article 10 or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 10.04 (not cured or waived), payments at any time of the principal of or interest on the Securities.

Obligation of Company Unconditional. Nothing contained The obligation of the Company to make the Facilities Payments to the Trustee and the Purchase Price payments to the Paying Agent as provided in this Article or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is be absolute and unconditional, to pay to irrespective of any defense or right of set off, recoupment or counterclaim it might otherwise have against the Holders Issuer, the principal Trustee or the Paying Agent. The Company will not suspend or discontinue any Facilities Payments or Purchase Price payments for any cause including, without limiting the generality of and interest on the Notes as and when the same shall become due and payable in accordance with their termsforegoing, any facts or circumstances that may constitute an eviction or constructive eviction, failure of consideration, failure of title, or is intended commercial frustration of purpose, or any damage to or shall affect the relative rights destruction of the Holders and creditors Project Facilities, or the termination (by expiration of term or otherwise) or cancellation of the Ground Lease, or a default under the Ground Lease, or a wrongful dispossession of the Company under the Ground Lease or the taking by eminent domain of title to or the right of temporary use of all or any part of the Project Facilities, or the application of or any change in the tax or other than laws of the holders United States, the State or any political subdivision of Senior Indebtednesseither thereof, nor or any failure of the Issuer or other party to perform and observe any agreement or covenant, whether express or implied, or any duty, liability or obligation arising out of or connected with this Facilities Agreement or the Ground Lease. The Company further absolutely and unconditionally agrees and covenants to pay all reasonable expenses and charges (in cluding court costs and attorneys' fees), paid or incurred by the Issuer, the Paying Agent or the Trustee in realizing upon any of the Facilities Payments or Purchase Price payments to be made by the Company or in enforcing the provisions of this Facilities Agreement or the Indenture. Nothing in this Facilities Agreement shall anything herein be construed to release the Issuer from the performance of any of its agreements contained in this Facilities Agreement or, except to the extent provided in this Section, prevent or therein prevent restrict the Company from (i) asserting any rights which it may have against the Issuer, the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default other Person under this IndentureFacilities Agreement, subject (ii) asserting its rights under any provision of law, (iii) at its own cost and expense, prosecuting or defending any action or proceeding against or by third parties or taking any other action to secure or protect its rights under this Facilities Agreement, (iv) asserting its rights under the Ground Lease, or (v) at its own cost and expense, prosecuting or defending any action or proceeding against or by third parties or taking any other action to secure or protect its rights under the Ground Lease or with respect to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending for the purpose 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 ArticleProject Facilities.

Obligation of Company Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Notes Debentures is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Debentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of (and premium, if any) and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Debentures and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Twelve, the Trustee and the Holders Debentureholders of the Debentures shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Debentureholders of the Debentures for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness of Indebtedness or the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Obligation of Company Unconditional. Nothing contained in this Article 12 or elsewhere in this Indenture or in the Notes Debentures is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Indebtedness, and the HoldersHolders of the Debentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of (and premium, if any) and interest on the Notes Debentures as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Debentures and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 12 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 12, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Holders of the Debentures for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness and other indebtedness of Indebtedness or the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle 12.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Subordinated Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and any premium or interest on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article. The Trustee shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself, herself or itself to be a holder of Senior Indebtedness (or a trustee or representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee or 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 as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness 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, and, if such evidence is not furnished, the Trustee may defer payment to such Person pending judicial determination as to the right of such Person to receive such payment.

Obligation of Company Unconditional. Nothing contained in this Article 11 or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and of, interest on and Liquidated Damages, if any, with respect to, the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 11 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 11, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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, thereon and all other facts pertinent thereto or to this ArticleArticle 11. Nothing contained in this Article 11 or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 11.04 (not cured or waived), payments at any time of the principal of, interest on or Liquidated Damages, if any, with respect to, the Securities.

Obligation of Company Unconditional. Nothing contained in this Article Eleven or elsewhere in this Indenture or in the Notes any Security is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Notes Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Eleven of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Eleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree of a by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending pending, or a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or the Holders of the Securities, for the purpose 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 thereonDebt, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Eleven. Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Security is intended to or shall affect the obligation of the Company to make, or prevent the Company from making, at any time except during the pendency of any dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of any default specified in Section 11.02 (not cured or waived), payments at any time of the principal of or interest on the Securities.

Obligation of Company Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Notes is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Debt, and the HoldersHolders of the Notes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Notes the principal of and interest on the Notes as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Notes and creditors of the Company other than the holders of Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of Twelve to the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise exercises of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle Twelve, the Trustee and the Note Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person making any payment or distribution to the Trustee or to the Note Holders for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Debt and other indebtedness Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Obligation of Company Unconditional. Nothing contained in this Article 16 or elsewhere in this Indenture or in the Notes Securities is intended to or shall impair, as among between the Company, Company and its creditors other than the holders of Senior Indebtedness and the HoldersHolders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of (and premium, if any), interest on on, or any Additional Amounts with respect to, the Notes Securities and Coupons as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 16 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this ArticleArticle 16, the Trustee and the Holders of the Securities shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the persons entitled to participate in 74 84 such payment or distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, Company the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this ArticleArticle 16.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes any Subordinated Security or related coupon is intended to or shall impair, as among between the Company, its creditors other than the holders of Senior Indebtedness Company and the HoldersHolders of the Subordinated Securities and any related coupons, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Subordinated Securities and any related coupons the principal of of, premium, if any, and interest interest, if any, on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect (except to the extent specifically provided above in Section 1404) the relative rights of the Holders of the Subordinated Securities and any related coupons and creditors of the Company other than the holders of the Senior IndebtednessDebt, nor shall anything herein or therein prevent the Trustee or the Holder of any Holder Subordinated Security or any related coupon from exercising all remedies otherwise permitted by applicable law upon default the occurrence of an Event of Default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders of the Subordinated Securities and any related coupons shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which such dissolutionproceedings therefor are pending, winding upor a certificate of the liquidating trustee or agent or other person making any distribution to the Trustee or to the Holders of the Subordinated Securities and any related coupons, liquidation or reorganization proceedings are pending for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of the Senior Indebtedness Debt and other indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon, thereon and all other facts pertinent thereto or to this Article.

Obligation of Company Unconditional. Nothing contained in this Article or elsewhere in this Indenture or in the Notes Subordinated Securities is intended to or shall impair, as among the Company, its creditors other than the holders of Senior Indebtedness and the Holders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders the principal of and any premium or interest on the Notes Subordinated Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or any Holder from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets or securities of the Company referred to in this Article, the Trustee and the Holders shall be entitled to rely upon any order or decree of a made by any court of competent jurisdiction in which any such dissolution, winding winding-up, liquidation or reorganization proceedings are proceeding affecting the affairs of the Company is pending or upon a certificate of the trustee in bankruptcy, receiver, assignee for the benefit of creditors, liquidating trustee or agent or other person making any payment or distribution, delivered to the Trustee or to the Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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, thereon and all other facts pertinent thereto or to this Article. The Trustee shall be entitled to rely on the delivery to it of a written notice by a Person representing himself, herself or itself to be a holder of Senior Indebtedness (or a trustee or representative on behalf of such holder) to establish that such notice has been given by a holder of Senior Indebtedness or a trustee or 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 as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness 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, and, if such evidence is not furnished, the Trustee may defer payment to such Person pending judicial determination as to the right of such Person to receive such payment.