Common use of Obligation of Company Unconditional Clause in Contracts

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the Holders 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 Debentures as and when the same shall become due and payable in accordance with their terms, or 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 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 of the Company referred to in this Article Nine, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 paid or distributed therein and all other facts pertinent thereto or to this Article 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 Nine 11 or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine11, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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, the amount thereof or payable thereon, the amount or amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article Nine11. In Nothing contained in this Article 11 or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at ay time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 11.04 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine Four or elsewhere in this Indenture or in the Debentures is intended to or shall alter or impair, as between the Company, its creditors (other than the holders of Senior Indebtedness), and the Holders of the DebenturesDebentureholders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Debentureholders the principal of of, premium (if any) and interest on the 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 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 the Holder of any Debenture 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 Nine 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 of the Company referred to in this Article NineFour, the Trustee, subject as between the Trustee and the Holders Debentureholders to the provisions of Section 701, and the Debentures Debentureholders shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is proceedings are pending or upon a certificate of the liquidating trustee or agent or other person Person making any payment or distribution to the Trustee or to the Holders of the Debentures Debentureholders 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 therein thereon and all other facts pertinent thereto or to this Article NineFour. In the event that the Trustee determines, in good faith, that further evidence is required with respect to the right of any person Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article NineArticle, the Trustee may request such person Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such personPerson, as to the extent to which such person Person is entitled to participate in such payment or distribution distribution, and any as to other facts pertaining pertinent to the rights of such person Person under this Article NineArticle, and if such evidence is not furnished, the Trustee may defer any payment to such person Person pending judicial determination as to the right of such person Person to receive such payment. 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 Nine 10 or elsewhere in this Indenture or in the Debentures any Note is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness of the Company and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of of, premium, if any, and interest on the Debentures 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 Debentures 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 Debenture Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine10, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders of the Debentures shall be entitled to conclusively rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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 therein thereon and all other facts pertinent thereto or to this Article Nine10. In Nothing contained in this Article 10 or elsewhere in this Indenture or in any Note is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 10.03 hereof (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentNotes.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures is intended to or herein shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Company and the Holders of the DebenturesSecurities (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 Debentures the principal of (and interest on the Debentures as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or affect shall prevent the relative rights Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or premium, if any) or interest, if any, on any of the Holders of the Debentures 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 or the any Holder of Securities (or any Debenture 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 Nine 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 of the Company referred to in this Article NineXV, the Trustee and the Holders of the Debentures Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineXV. 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 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.of

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures is intended to or herein shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Company and the Holders of the DebenturesSecurities (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 Debentures the principal of (and interest on the Debentures as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or affect shall prevent the relative rights Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or premium, if any) or interest, if any, on any of the Holders of the Debentures 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 or the any Holder of Securities (or any Debenture 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 Nine 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 of the Company referred to in this Article NineXV, the Trustee and the Holders of the Debentures Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineXV. 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 Debt to participate in any payment or distribution pursuant to this Article NineXV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness Debt held by such person, as to the extent to which such person is entitled to participate in such payment or distribution distribution, and any as to other facts pertaining pertinent to the rights of such person under this Article NineXV, 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 Nine Eleven or elsewhere in this Indenture or in the Debentures any Note is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesHolders, 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 Debentures 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 Debentures and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the any Holder of any Debenture Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineEleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are pending, or upon a certificate of the liquidating trustee or agent or other person Person making any payment or distribution to the Trustee or to the Holders of the Debentures Holders, 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 therein thereon and all other facts pertinent thereto or to this Article NineEleven. In Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Note is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganzation proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 11.03 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentNotes.

Obligation of Company Unconditional. Nothing contained in this Article Nine 10 or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine10, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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, the amount thereof or payable thereon, the amount or amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article Nine10. In Nothing contained in this Article 10 or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 10.04 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal of or interest on 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine Seventeen or elsewhere in this Indenture or in the Debentures Securities is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the -91- principal of (and premium, if any), interest on on, or any Additional Amounts with respect to, the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineSeventeen, the Trustee and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 distribution, delivered to the Trustee Trustee, or to the Holders of the Debentures 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentSeventeen.

Obligation of Company Unconditional. Nothing contained in this Article Nine Thirteen or elsewhere in this Indenture or in the Debentures Securities, (1) is intended to or shall impair, impair as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, Company which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of (and premium, if any), interest on on, or any Additional Amounts with respect to, the Debentures Securities as and when the same shall become due and payable in accordance with their terms, , (2) is intended to or shall affect the relative rights of the Holders of the Debentures Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent or (3) prevents the Trustee or the Holder of any Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineThirteen, the Trustee and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentThirteen.

Obligation of Company Unconditional. Nothing contained in this Article Nine ARTICLE XI or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities all amounts due with respect to the principal of and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineARTICLE XI, the Trustee Trustee, subject to the provisions of SECTIONS 7.01 AND 7.02, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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, the amount thereof or payable thereon, the amount or amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineARTICLE XI. In Nothing contained in this ARTICLE XI or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany 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 good faithSECTION 11.04 (not cured or waived), that evidence is required payments at any time of all amounts due 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine XIII or elsewhere in this Indenture or in the Debentures Securities is intended to or shall impair, as between the Company, Company and its creditors other than the holders of the Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of (and premium, if any), and interest on on, the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineXIII, the Trustee and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentXIII.

Obligation of Company Unconditional. Nothing contained in this Article Nine Thirteen or elsewhere in this Indenture or in the Debentures any Authorizing Resolution is intended in- tended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineThirteen, the Trustee Trustee, subject to the provisions of Section 601, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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, the amount thereof or payable thereon, the amount or amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineThirteen. In Nothing contained in this Article Thirteen or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 1304 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine Eleven or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Debt and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineEleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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 CompanyDebt, the amount thereof or payable thereon, the amount amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineEleven. In Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 11.02 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal of or interest on 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine Twelve or elsewhere in this Indenture or in the Debentures is intended to or shall impair, as between the Company, its creditors other than the holders of Senior IndebtednessDebt, and the Holders 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 Debentures as and when the same shall become due and payable in accordance with their terms, or 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 the Holder of any 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 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 of the Company referred to in this Article NineTwelve, the Trustee and the Holders Debentureholders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentTwelve.

Obligation of Company Unconditional. Nothing contained in this Article Nine 9 or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness of the Company and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of of, premium, if any, and interest on the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine9, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders of the Debentures shall be entitled to conclusively rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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 therein thereon and all other facts pertinent thereto or to this Article Nine9. In Nothing contained in this Article 9 or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Sec- tion 9.03 hereof (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine Eleven or elsewhere in this Indenture or in the Debentures any Note is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Notes the principal of and interest on the Debentures 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 Debentures 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 Debenture Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article NineEleven, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures Notes shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 Notes, 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 therein thereon and all other facts pertinent thereto or to this Article NineEleven. In Nothing contained in this Article Eleven or elsewhere in this Indenture or in any Note is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 11.03 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentNotes.

Obligation of Company Unconditional. Nothing contained in this Article Nine XV or elsewhere in this Indenture or in the Debentures Subordinated Securities, (a) is intended to or shall impair, impair as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSubordinated Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Subordinated Securities the principal of (and premium, if any) and interest on the Debentures Subordinated Securities as and when the same shall become due and payable in accordance with their terms, , (b) is intended to or shall affect the relative rights of the Holders of the Debentures Subordinated Securities and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent or (c) prevents the Trustee or the Holder of any Debenture 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 Nine XV 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 of the Company referred to in this Article NineXV, the Trustee and the Holders of the Debentures Subordinated Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation liquidation, bankruptcy, insolvency or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures Subordinated Securities, for the purpose of ascertaining the persons entitled to participate in such payment or distribution, the holders of the Senior Indebtedness Indebtedness, and other indebtedness of the Company, Company the amount thereof or payable thereon, the amount paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentXV.

Obligation of Company Unconditional. Nothing contained in this Article Nine 12 or elsewhere in this Indenture or in the Debentures is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the Holders 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 Debentures as and when the same shall become due and payable in accordance with their terms, or 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 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 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 of the Company referred to in this Article Nine12, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization proceeding affecting the affairs of the Company is pending or upon a certificate of the liquidating trustee or agent or other person 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 paid or distributed therein and all other facts pertinent thereto or to this Article 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 payment12.

Obligation of Company Unconditional. Nothing contained in this Article Nine 11 or elsewhere in this Indenture or in the Debentures any Security is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesSecurities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Securities the principal of and of, interest on and Liquidated Damages, if any, with respect to, the Debentures 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 Debentures 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 Debenture Security from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine11, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Debentures Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 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, the amount thereof or payable thereon, the amount or amounts paid or distributed therein thereon and all other facts pertinent thereto or to this Article Nine11. In Nothing contained in this Article 11 or elsewhere in this Indenture or in any Security is intended to or shall affect the event that obligation of the Trustee determinesCompany 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 good faithSection 11.04 (not cured or waived), that evidence is required payments at any time of the principal of, interest on or Liquidated Damages, if any, with respect to the right of any person as holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article Nineto, 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 paymentSecurities.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures is intended to or herein shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Company and the Holders of the DebenturesSecurities (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 Debentures the principal of (and interest on the Debentures as premium, if any) and when the same shall become due and payable interest, if any, thereon in accordance with their terms, or affect shall prevent the relative rights Trustee or any Paying Agent from applying any moneys deposited with it hereunder to the payment of principal of (or premium, if any) or interest, if any, on any of the Holders of the Debentures 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 or the any Holder of Securities (or any Debenture 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 Nine 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 of the Company referred to in this Article NineXV, the Trustee and the Holders of the Debentures Securities (or any Coupons appertaining thereto) shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article NineXV. 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 Debt to participate in any payment or distribution pursuant to this Article NineXV, the Trustee may request such person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness Debt held by such person, as to the extent to which such person is entitled to participate in such payment or distribution distribution, and any as to other facts pertaining pertinent to the rights of such person under this Article NineXV and, 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 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 Nine or elsewhere in this Indenture or in the Debentures is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the Holders of the Debentures, 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 of the Debentures the principal of and interest on the Debentures as and when the same shall become due and payable in accordance with their termsIssuer, or 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 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 the foregoing, any Debenture from exercising all remedies otherwise permitted facts or circumstances that may constitute an eviction or constructive eviction, failure of consideration, failure of title, or commercial frustration of purpose, or any damage to or destruction of the Project Facilities, or the termination (by applicable law upon expiration of term or otherwise) or cancellation of the Ground Lease, or a default under this Indenturethe Ground Lease, subject to the rights, if any, under this Article Nine of the holders of Senior Indebtedness in respect of cash, property or securities a wrongful dispossession of the Company received 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 laws of the United States, the State or any political subdivision of either thereof, 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 exercise 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 be construed to release the Issuer from the performance of any such remedy. Upon any payment of its agreements contained in this Facilities Agreement or, except to the extent provided in this Section, prevent or distribution of assets of restrict the Company referred to in this Article Ninefrom (i) asserting any rights which it may have against the Issuer, the Trustee or any other Person under this Facilities Agreement, (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 Holders of 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 Debentures shall be entitled to rely upon any order Ground Lease or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 paid or distributed therein and all other facts pertinent thereto or to this Article 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 paymentProject Facilities.

Obligation of Company Unconditional. Nothing contained in this Article Nine 12 or elsewhere in this Indenture or in the Debentures is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the Holders 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 Debentures as and when the same shall become due and payable in accordance with their terms, or 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 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 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 of the Company referred to in this Article Nine12, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 payment12.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures Subordinated Securities is intended to or shall impair, as between among the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of and any premium or interest on the Debentures 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 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 any Holder of any 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 of the Company referred to in this Article NineArticle, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures 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 therein thereon and all other facts pertinent thereto or to this Article NineArticle. 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, determines in good faith, faith that further evidence is required with respect to the right of any person Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article NineArticle, the Trustee may request such person Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such personPerson, the extent to which such person Person is entitled to participate in such payment or distribution and any other facts pertaining pertinent to the rights of such person Person under this Article NineArticle, and and, if such evidence is not furnished, the Trustee may defer any payment to such person Person pending judicial determination as to the right of such person Person to receive such payment.

Obligation of Company Unconditional. (a) Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures Notes is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, and the Holders of the DebenturesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures Notes the principal of and interest on the Debentures 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 Debentures Notes 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 Debenture Note 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. . (b) Upon any payment or distribution of assets of the Company referred to in this Article NineArticle, the Trustee and the Holders of the Debentures Notes shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures Notes, 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 paid or distributed therein thereon and all other facts pertinent thereto or to this Article 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 paymentArticle.

Obligation of Company Unconditional. Nothing contained in this Article Nine 9 or elsewhere in this Indenture or in the Debentures any Note is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Debt of the Company and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of of, premium, if any, and interest interest, including any Additional Interest, on the Debentures 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 Debentures 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 Debenture Note from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Nine 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 of the Company referred to in this Article Nine9, the Trustee Trustee, subject to the provisions of Sections 7.01 and 7.02 hereof, and the Holders of the Debentures shall be entitled to conclusively rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are 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 Holders, for the purpose of ascertaining the persons entitled to participate in such payment or 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 therein thereon and all other facts pertinent thereto or to this Article Nine9. In Nothing contained in this Article 9 or elsewhere in this Indenture or in any Note is intended to or shall affect the event that obligation of the Trustee determinesCompany to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 9.03 hereof (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentNotes.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures Securities is intended to or shall impair, as between among the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and DUKE ENERGY FIELD SERVICES, LLC SUBORDINATED INDENTURE - 64 - unconditional, to pay to the Holders of the Debentures the principal of and any premium or interest on the Debentures 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 Debentures and creditors of the Company other than the holders of Senior Indebtedness, nor shall anything herein or therein prevent the Trustee or the any Holder of any 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 of the Company referred to in this Article NineArticle, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures 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 therein thereon and all other facts pertinent thereto or to this Article NineArticle. 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, determines in good faith, faith that further evidence is required with respect to the right of any person Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article NineArticle, the Trustee may request such person Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such personPerson, the extent to which such person Person is entitled to participate in such payment or distribution and any other facts pertaining pertinent to the rights of such person Person under this Article NineArticle, and and, if such evidence is not furnished, the Trustee may defer any payment to such person Person pending judicial determination as to the right of such person Person to receive such payment.

Obligation of Company Unconditional. Nothing contained in this Article Nine or elsewhere in this Indenture or in the Debentures Subordinated Securities is intended to or shall impair, as between among the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and the Holders of the DebenturesHolders, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Debentures the principal of and any premium or interest on the Debentures 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 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 any Holder of any 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 of the Company referred to in this Article NineArticle, the Trustee and the Holders of the Debentures shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-up, liquidation or reorganization 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 distribution, delivered to the Trustee or to the Holders of the Debentures 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 therein thereon and all other facts pertinent thereto or to this Article NineArticle. 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, determines in good faith, faith that further evidence is required with respect to the right of any person Person as a holder of Senior Indebtedness to participate in any payment or distribution pursuant to this Article NineArticle, the Trustee may request such person Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of Senior Indebtedness held by such personPerson, the extent to which such person Person is entitled to participate in such payment or distribution and any other facts pertaining pertinent to the rights of such person Person under this Article NineArticle, and and, if such evidence is not furnished, the Trustee may defer any payment to such person Person pending judicial determination as to the right of such person Person to receive such payment.

Obligation of Company Unconditional. Nothing contained in this Article Nine Section 2 or elsewhere in this Indenture Agreement, the Loan Agreement, the May 1998 Securities Purchase Agreement, the Alpharma Note or in the Debentures Furmxx Xxxes is intended to or shall impair, as between the Company, its creditors other than the holders of Senior Indebtedness, Indebtedness and Alpharma and the Holders of the DebenturesOriginal Lenders, the obligation of the Company, which is absolute and unconditional, to pay to Alpharma and the Holders of the Debentures Original Lenders the principal of and interest on the Debentures 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 of the Debentures 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 the Holder of any Debenture 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 Nine 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 of the Company referred to in this Article NineSection 2, the Trustee Alpharma and the Holders of the Debentures shall be Original Lenders are entitled to rely upon any order or decree made by any court of competent jurisdiction in which any such dissolution, winding-winding up, liquidation or reorganization proceeding affecting the affairs of the Company is pending proceedings are pending, or upon a certificate of the liquidating trustee or agent or other person Person making any payment or distribution to Alpharma and the Trustee or to the Holders of the Debentures Original Lenders 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 therein thereon and all other facts pertinent thereto or to this Article NineSection 2. In Nothing contained in this Section 2 or 8 elsewhere in this Agreement, Project Loans, Screened Project Loans, the event that Alpharma Note or the Trustee determinesFurmxx Xxxes is intended to or shall affect the obligation of the Company to make, in good faithor prevent the Company from making, that evidence is required with respect to at any time except during the right pendency of any person as holder dissolution, winding up, liquidation or reorganization proceeding, and except during the continuance of Senior Indebtedness to participate any default specified in Section 2.3 (not cured or waived), payments at any payment or distribution pursuant to this Article Nine, the Trustee may request such person to furnish evidence to the reasonable satisfaction time of the Trustee as to principal or of interest on 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 paymentSecurities.