Common use of Obligations of Guarantors Unconditional Clause in Contracts

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guarantee is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such GuarantorDebt, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section SECTION 6.01 or to pursue any rights or remedies hereunder; providedPROVIDED, howeverHOWEVER, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.04 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities Notes or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full in cash before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.04 and 10.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities Notes or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full in cash before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's ’s Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guarantee is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of of, premium, if any, and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such GuarantorDebt, nor shall anything herein or therein prevent the any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable -------- ------- shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.3 and 10.4, nothing contained in this Article Twelve 12 or elsewhere in this Indenture or in the Securities Notes or the Parent Guarantee or the Note Guarantees is intended to or shall impair, impair as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest or Liquidated Damages, if any, on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Parent Guarantee or the Note Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve 12 of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve 12 shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 6.1 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest or Liquidated Damages, if any, on the Securities Notes pursuant to such Guarantor's the Parent Guarantee or the Note Guarantee, as the case may be.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Eight or elsewhere in the Indenture or this Supplemental Indenture or in the Securities Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under the Indenture or this Supplemental Indenture, subject to the rights, if any, under this Article Twelve Eight of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Eight shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 5.1 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Thirteen or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve Thirteen of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Thirteen shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guarantee is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such GuarantorDebt, nor shall anything herein or therein prevent the any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Section 11 or elsewhere in this Indenture Agreement or in the Securities Loans, Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesLenders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Lenders the principal of and interest on the Securities Loans and Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Lenders and creditors of any Guarantor other than the holders Lenders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Lender or the Trustee Arranger on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Twelve Section 11 of the holders Lenders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Section 11 shall restrict the right of the Trustee Lenders or the Holders of Securities Arranger to take any action to declare the Securities Loans and Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 7 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any -------- ------- Guarantor then due and payable shall first be paid in full before the Holders of the Securities Lenders or the Trustee Arranger are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Loans and Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; providedPROVIDED, howeverHOWEVER, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Thirteen or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their its behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve Thirteen of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Thirteen shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are is entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.04 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. (a) Nothing contained in this Article Twelve III or elsewhere in this Indenture Agreement or in the Securities Senior Subordinated Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesGOF or its successors and assigns, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities GOF and/or its successors and assigns the principal of and of, interest on the Securities Senior Subordinated Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities GOF and/or its successors and assigns and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf GOF and/or its successors and assigns from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Twelve III of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. . (b) Without limiting the generality of the foregoing, nothing contained in this Article Twelve III shall restrict the right of the Trustee GOF or the Holders of Securities its successors or assigns to take any action to declare the Securities Senior Subordinated Notes to be due and payable prior to their its stated maturity pursuant to Section 6.01 Sections 7.01 and 7.02 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee GOF and/or its successors and assigns are entitled to receive any direct or indirect payment from such Guarantor of principal of or of, interest on the Securities Senior Subordinated Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Notes is intended to or shall impair, as among each of the Guarantors any Guarantor and the Holders of the SecuritiesNotes, the obligation of each such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorSubsidiary Guarantee, or is intended to or shall affect the relative rights of the Holders such Guarantor of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 6.02 or to pursue any rights or remedies hereunder; provided, however, that all Designated Guarantor Senior Indebtedness of any each Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's the Subsidiary Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.03 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors any Guarantor and the Holders of the Securities, the obligation of each such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders such Guarantor of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any each Guarantor then due and payable shall first be paid in full before the Holders of the Securities in cash or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.Cash

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.03 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors any Guarantor and the Holders of the Securities, the obligation of each such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders such Guarantor of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any each Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from from, or on behalf of, such Guarantor on account of principal of or interest any Obligations on the Securities pursuant to the Guarantee of such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. (a) Nothing contained in this Article Twelve III or elsewhere in this Indenture Agreement or in the Securities Senior Subordinated Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesGOF or its successors and assigns, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities GOF and/or its successors and assigns the principal of and of, interest on the Securities Senior Subordinated Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities GOF and/or its successors and assigns and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf GOF and/or its successors and assigns from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Twelve III of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. . (b) Without limiting the generality of the foregoing, nothing contained in this Article Twelve III shall restrict the right of the Trustee GOF or the Holders of Securities its successors or assigns to take any action to declare the Securities Senior Subordinated Notes to be due and payable prior to their its stated maturity pursuant to Section 6.01 SECTIONS 7.01 AND 7.02 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee GOF and/or its successors and assigns are entitled to receive any direct or indirect payment from such Guarantor of principal of or of, interest on the Securities Senior Subordinated Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.3 and 10.4, nothing contained in this Article Twelve XII or elsewhere in this Indenture or in the Securities Notes or the Subsidiary Guarantees is intended to or shall impair, impair as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest or Liquidated Damages, if any, on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee Subsidiary Guarantees of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve XII of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve XII shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 6.1 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest or Liquidated Damages, if any, on the Securities Notes pursuant to such Guarantor's Guaranteethe Subsidiary Guarantees.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of of, premium, if any, and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of of, premium, if any, or interest on the Securities pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing Subject to Section 17.04, nothing contained in this Article Twelve 18 or elsewhere in this Indenture or in the Securities Notes or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve 18 of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve 18 shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 8.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full in cash before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.3 and 10.4, nothing contained in this Article Twelve 12 or elsewhere in this Indenture or in the Securities Notes or the Guarantees is intended to or shall impair, impair as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest or Liquidated Damages, if any, on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee Guarantees of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve 12 of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve 12 shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 6.1 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest or Liquidated Damages, if any, on the Securities Notes pursuant to such Guarantor's Guaranteethe Guarantees.

Obligations of Guarantors Unconditional. Nothing contained --------------------------------------- in this Article Twelve Section 14 or elsewhere in this Indenture Agreement or in the Securities Loans, Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesLenders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Lenders the principal of and interest on the Securities Loans and Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Lenders and creditors of any Guarantor other than the holders Lenders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security Lender or the Trustee An-anger on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this IndentureAgreement, subject to the rights, if any, under this Article Twelve Section 14 of the holders Lenders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Section 14 shall restrict the right of the Trustee Lenders or the Holders of Securities Arranger to take any action to declare the Securities Loans and Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 10 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any -------- ------- Guarantor then due and payable shall first be paid in full before the Holders of the Securities Lenders or the Trustee Arranger are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Loans and Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.03 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Notes is intended to or shall impair, as among each of the Guarantors any Guarantor and the Holders of the SecuritiesNotes, the obligation of each such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders such Guarantor of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security Note or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 6.02 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any each Guarantor then due and payable shall first be paid in full in cash or 76 -69- Cash Equivalents before the Holders of the Securities Notes or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's the Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Thirteen or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their its behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve Thirteen of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve Thirteen shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; providedPROVIDED, howeverHOWEVER, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are is entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.03 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors any Guarantor and the Holders of the Securities, the obligation of each such Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders such Guarantor of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness Debt of such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness Debt of any each Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from from, or on behalf of, such Guarantor on account of principal of or interest any Obligations on the Securities pursuant to such Guarantor's the Guarantee.

Obligations of Guarantors Unconditional. Nothing Subject to Sections 11.03 and 8.02, nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Holdings Guarantee or the Guarantees is intended to or shall impair, as among Holdings and each of the Guarantors and the Holders of the Securities, the obligation of Holdings and each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Holdings Guarantee or the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Holdings or Guarantor other than the holders of Guarantor Senior Indebtedness of Holdings or such Guarantor, as the case may be, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of Holdings or any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of Holdings or any Guarantor then due and payable shall first be paid in full in cash or Cash Equivalents before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from Holdings or such Guarantor Guarantor, as the case may be, of principal of or interest on the Securities pursuant to such Guarantor's the Holdings Guarantee or the Guarantee, as the case may be.

Obligations of Guarantors Unconditional. (i) Nothing contained in this Article Twelve Section 20 or elsewhere in this Indenture or in the Securities Notes or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesNotes, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of and interest on the Securities Notes as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities Notes and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf Notes from exercising all remedies otherwise permitted by applicable law upon default under this Indenturethe Notes, subject to the rights, if any, under this Article Twelve Section 20 of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. . (ii) Without limiting the generality of the foregoing, nothing contained in this Article Twelve Section 20 shall restrict the right of the Trustee or the Holders of Securities Notes to take any action to declare the Securities Notes to be due and payable prior to their stated maturity pursuant to Section 6.01 21(a) or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee Notes are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities Notes pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve IV or elsewhere in this Supplemental Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of between the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any such Guarantor other than the holders of Guarantor the Senior Indebtedness of such GuarantorIndebtedness, nor shall anything herein or therein prevent the Trustee or any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenturethe Guarantee, subject to the rights, if any, any under this Article Twelve IV, of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting Notwithstanding anything to the generality of the foregoing, nothing contained contrary in this Article Twelve IV or in the Guarantee, upon any distribution of assets of the Company referred to in this Article IV, the Trustee, subject to the provisions of Section 7.1 and 7.2 of the Indenture, and the Holders shall restrict be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, or a certificate of the right of liquidating trustee or agent or other person making any distribution to the Trustee or to the Holders for the purpose of Securities ascertaining the persons entitled to take participate in such distribution, the holders of the Senior Indebtedness and other Indebtedness of any action Guarantor, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to declare this Article IV. Nothing in this Section 4.5 shall apply to the Securities to be due and payable prior to their stated maturity claims of, or payments to, the Trustee under or pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders 7.7 of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's GuaranteeIndenture.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve Three or elsewhere in this Supplemental Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of between the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any such Guarantor other than the holders of Guarantor the Senior Indebtedness of such GuarantorIndebtedness, nor shall anything herein or therein prevent the Trustee or any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenturethe Guarantee, subject to the rights, if any, any under this Article Twelve Three, of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any such Guarantor received upon the exercise of any such remedy. Without limiting Notwithstanding anything to the generality of the foregoing, nothing contained contrary in this Article Twelve Three or in the Guarantee, upon any distribution of assets of the Company referred to in this Article Three, the Trustee, subject to the provisions of Section 7.1 and 7.2 of the Indenture, and the Holders shall restrict be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, or a certificate of the right of liquidating trustee or agent or other person making any distribution to the Trustee or to the Holders for the purpose of Securities ascertaining the persons entitled to take participate in such distribution, the holders of the Senior Indebtedness and other Indebtedness of any action Guarantor, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to declare this Article Three. Nothing in this Section 3.5 shall apply to the Securities to be due and payable prior to their stated maturity claims of, or payments to, the Trustee under or pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders 7.7 of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's GuaranteeIndenture.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guaranties is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee Guaranty of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's GuaranteeGuaranty.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees is intended to or shall impair, as among each of the Guarantors and the Holders of the Securities, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such Guarantor, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such Guarantor, nor shall anything herein or therein prevent the Holder of any Security -71- or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, that all Guarantor Senior Indebtedness of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.

Obligations of Guarantors Unconditional. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities or the Guarantees Guarantee is intended to or shall impair, as among each of the Guarantors and the Holders of the SecuritiesHolders, the obligation of each Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the principal of of, premium, if any, and interest on the Securities as and when the same shall become due and payable in accordance with the terms of the Guarantee of such GuarantorGuarantee, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of any Guarantor other than the holders of Guarantor Senior Indebtedness of such GuarantorDebt, nor shall anything herein or therein prevent the any Holder of any Security or the Trustee on their behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Guarantor Senior Indebtedness Debt in respect of cash, property or securities of any Guarantor received upon the exercise of any such remedy. Without limiting the generality of the foregoing, nothing contained in this Article Twelve shall restrict the right of the Trustee or the Holders of Securities to take any action to declare the Securities to be due and payable prior to their stated maturity pursuant to Section 6.01 or to pursue any rights or remedies hereunder; provided, however, -------- ------- that all Guarantor Senior Indebtedness Debt of any Guarantor then due and payable shall first be paid in full before the Holders of the Securities or the Trustee are entitled to receive any direct or indirect payment from such Guarantor of principal of or interest on the Securities pursuant to such Guarantor's Guarantee.