Common use of Payments May Be Paid Prior to Dissolution Clause in Contracts

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X or elsewhere in this Indenture shall prevent (i) the Guarantors, except under the conditions described in Sections 10.2 and 10.3, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 or 10.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Ten or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 10.02 and 10.310.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.02 or 10.310.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer of the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 10.07 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 10.02 and/or 10.3 10.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSection 10.02 and Section 10.03). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Twelve or elsewhere in this Indenture shall prevent (i) the Guarantorsany Guarantor, except under the conditions described in Sections 10.2 12.02 and 10.312.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesGuarantee Obligations, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes on Guarantee Obligations to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 12.07 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to the Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.02 and/or 10.3 12.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XTwelve). The Company Each Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Ten or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 10.02 and 10.310.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.02 or 10.310.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 10.07 (provided that, notwithstanding the foregoing, the subordination of the Guarantees Securities to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 10.02 and/or 10.3 10.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XTen). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 and 10.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesObligations, or from depositing with the Trustee or any moneys Paying Agent, any monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee or any Paying Agent that a given payment would be prohibited by Section 10.2 or 10.3, the application by the Trustee and any Paying Agent of any moneys monies deposited with it them for the purpose of making such payments of principal of, and interest on, the Notes Obligations to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer Trustee and any Paying Agent shall have actually received the written notice provided for in the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSection 10.2 and Section 10.3). The Company shall give prompt written notice to the Trustee and any Paying Agent of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Fifteen or elsewhere in this Indenture shall prevent (i) the Guarantors, except under the conditions described in Sections 10.2 1502 and 10.31503, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 1502 or 10.31503, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b1502(b) or in Section 10.7 1507 or in the last sentence of this Section 10.4 1504 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 1502 and/or 10.3 1503 (and the respective such payments) shall otherwise be subject to the provisions of this Article XFifteen). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X XV or elsewhere in this Indenture shall prevent (i) the GuarantorsIssuer, except under the conditions described in Sections 10.2 and 10.3Section 15.2 or Section 15.3, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys money for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 or 10.3, the application by the Trustee of any moneys money deposited with it for the purpose of making such payments of principal of, of and interest on, on the Notes to the Holders entitled thereto unless unless, at least two Business Days prior to the date upon which such payment would otherwise become becomes due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in Section 15.2(b) (or there shall have been an acceleration of the first sentence of Section 10.2(bNotes prior to such application) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article X)15.6. The Company Issuer shall give prompt written notice to the Trustee of any dissolution, winding-winding up, liquidation or reorganization of any Guarantorthe Issuer. Notwithstanding anything herein to the contrary, although any delay or failure monies held pursuant to give any Section 4.2 shall not be subject to the claims of holders of Senior Debt pursuant to this Article XV; provided, that the deposit of such notice shall have no effect on the subordination provisions contained hereinmonies did not violate Section 15.2.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Twelve or elsewhere in this Indenture shall prevent (i) the Guarantorsa Guarantor, except under the conditions described in Sections 10.2 12.02 and 10.312.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesGuarantees, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, pursuant to the Notes Guarantees to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer shall have actually received the written notice provided for in the first second sentence of Section 10.2(b12.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 12.07 (provided PROVIDED that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.02 and/or 10.3 12.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article Xthe first sentence of Section 12.02(a) and Section 12.03). The Company Each Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Guarantor, although any delay or failure to give any such notice shall have no not effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Thirteen or elsewhere in this Indenture shall prevent (i) the Guarantorsany Guarantor, except under the conditions described in Sections 10.2 13.02 and 10.313.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesNotes or payments on the Guarantees of such Guarantor, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 13.02 or 10.313.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes or payments on the Guarantees of such Guarantor to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer shall have actually received the written notice provided for in the first second sentence of Section 10.2(b13.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 13.07 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) application shall otherwise -------- be subject to the provisions of this Article Xthe first sentence of Section 13.02(a) and Section 13.03). The Company Each Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Ten or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 10.02 and 10.310.03, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.02, 10.03, 12.02 or 10.312.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer shall have actually received the written notice provided for in the first second sentence of Section 10.2(b10.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 10.07 (provided PROVIDED that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 10.02 and/or 10.3 10.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article Xthe first sentence of Section 10.02(a) and Section 10.03). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Eleven or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 11.02 and 10.311.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 11.02 or 10.311.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b11.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 (11.07; provided that, notwithstanding the foregoing, the subordination of the Guarantees Securities to Guarantor Senior Debt Indebtedness shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 11.02 and/or 10.3 (and the respective such payments) Section 11.03 shall otherwise be subject to the provisions of this Article X)Eleven. The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained hereinof this Article Eleven.

Payments May Be Paid Prior to Dissolution. Nothing ----------------------------------------- contained in this Article X Ten or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 10.02 and 10.310.03, from making payments at any time for the purpose of making payments of principal of and interest on the Obligations owing under the Notes, or from depositing with the Trustee Trustee, any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.02, 10.03, 12.02 or 10.312.03, the application by the Trustee of any moneys monies deposited with it for the purpose of making such payments of principal of, and interest on, the Obligations owing under the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee shall have actually received the written notice provided for in Section 10.13, in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 10.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 10.02 and/or 10.3 10.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.Sections 10.02 and 10.03

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Eleven or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany or any Guarantor, except under the conditions described in Sections 10.2 11.02 and 10.311.03, from making payments at any time for the purpose of making payments of principal of and interest on the Obligations owing under the Notes, or from depositing with the Trustee any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 11.02 or 10.311.03, the application by the Trustee of any moneys monies deposited with it for the purpose of making such payments of principal of, and interest on, the Obligations owing under the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b11.12, Section 11.02(a)(2) or in Section 10.7 or in the last sentence of this Section 10.4 11.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 11.02 and/or 10.3 11.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSections 11.02 and 11.03). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of the Company or any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Thirteen or elsewhere in this Indenture shall prevent (i) the Guarantorsany Subsidiary Guarantor, except under the conditions described in Sections 10.2 13.02 and 10.313.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 13.02 or 10.313.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b13.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 (13.07; provided that, notwithstanding the foregoing, the subordination of the Guarantees Securities to Guarantor Senior Debt Indebtedness shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 13.02 and/or 10.3 (and the respective such payments) Section 13.03 shall otherwise be subject to the provisions of this Article X)Thirteen. The Company Each Subsidiary Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Subsidiary Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained hereinof this Article Thirteen.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X XII or elsewhere in this Sup- plemental Indenture shall prevent (i) the Guarantorsany Guarantor, except under the conditions con- ditions described in Sections 10.2 12.02 and 10.312.03, from making payments at any time for the purpose of making payments of principal of and interest on the NotesGuarantee Obligations, or from depositing with the Trustee any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys monies deposited with it by or on behalf of a Guarantor for the purpose of making such payments of principal of, and interest on, the Notes on Guarantee Obligations to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee shall have actually actu- ally received the written notice provided for in Section 12.13 and in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 12.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.02 and/or 10.3 12.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.Section 12.02 and Section 12.03

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Ten or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 10.02 and 10.310.03, from making payments at any time for the purpose of making payments of principal of and interest on the Obligations owing under the Notes, or from depositing with the Trustee Trustee, any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.02, 10.03, 12.02 or 10.312.03, the application by the Trustee of any moneys monies deposited with it for the purpose of making such payments of principal of, and interest on, the Obligations owing under the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee shall have actually received the written notice provided for in Section 10.13, in the first sentence of Section 10.2(b10.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 10.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 10.02 and/or 10.3 10.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSections 10.02 and 10.03). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X 12 or elsewhere in this Indenture shall prevent (i) the Guarantorsany Subsidiary Guarantor, except under the conditions described in Sections 10.2 12.02 and 10.312.03, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b12.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 (12.07; provided that, notwithstanding the foregoing, the subordination of the Guarantees Notes to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 12.02 and/or 10.3 (and the respective such payments) Section 12.03 shall otherwise be subject to the provisions of this Article X)12. The Company Each Subsidiary Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Subsidiary Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained hereinof this Article 12.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Eleven or elsewhere in this Indenture shall prevent (i) the Guarantorsany Subsidiary Guarantor, except under the conditions described in Sections 10.2 11.10 and 10.311.11, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 11.10 or 10.311.11, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, of and interest on, on the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b11.10(a) or in Section 10.7 or in the last sentence of this Section 10.4 11.15 (provided PROVIDED that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) application shall otherwise be subject to the provisions of this Article Xthe first sentence of Section 11.10(a) and Section 11.11). The Company Each Subsidiary Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Subsidiary Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X or elsewhere in this Indenture shall prevent (i) the Guarantors, except under the conditions described in Sections 10.2 and 10.3, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 or 10.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders Hold- ers entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 and/or 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X 11 or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 11.02 and 10.311.03, from making payments at any time for the purpose of making payments of principal of and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 11.02 or 10.311.03, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer payable, the Trustee shall have actually received the written notice provided for in the first sentence of Section 10.2(b11.02(a) or in Section 10.7 or in the last sentence of this Section 10.4 (11.07; provided that, notwithstanding the foregoing, the subordination of the Guarantees Notes to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 11.02 and/or 10.3 (and the respective such payments) Section 11.03 shall otherwise be subject to the provisions of this Article X)11. The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained hereinof this Article 11.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Section 8 or elsewhere in this Indenture Agreement shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 8.2 and 10.38.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesObligations, or from depositing with Bankers Trust Company, on behalf of the Trustee Agents, any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee Agents that a given payment would be prohibited by Section 10.2 8.2 or 10.38.3, the application by the Trustee Agents of any moneys monies deposited with it them for the purpose of making such payments of principal of, and interest on, the Notes Obligations to the Holders Lenders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Agents shall have actually received the written notice provided for in the first sentence of Section 10.2(b8.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided PROVIDED that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders Lenders receiving any payments made in contravention of Section 10.2 8.2 and/or 10.3 8.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSection 8.2 and Section 8.3). The Company shall give prompt written notice to the Trustee Agents of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X XI1 or elsewhere in this Indenture shall prevent (i) the Guarantorsany Guarantor, except under the conditions described in Sections 10.2 12.2 and 10.312.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesGuarantee Obligations, or from depositing with the Trustee or any moneys Paying Agent, any monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee or any Paying Agent that a given payment would be prohibited by Section 10.2 12.2 or 10.312.3, the application by the Trustee and any Paying Agent of any moneys monies deposited with it them for the purpose of making such payments of principal of, and interest on, the Notes on Guarantee Obligations to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee and any Paying Agent shall have actually received the written notice provided for in the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.2 and/or 10.3 12.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSection 12.2 and Section 12.3). The Company Each Guarantor shall give prompt written notice to the Trustee and any Paying Agent of any dissolution, winding-up, liquidation or reorganization of any such Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X 12 or elsewhere in this Indenture shall prevent (i) the Guarantors, except under the conditions described in Sections 10.2 and 10.3, Company from making payments at any time for the purpose of making payments of principal of and interest on the Notes, Obligations owing under the Notes or from depositing with the Trustee any moneys monies for such payments (provided that, notwithstanding the foregoing, the Holders receiving any payments made in contravention of Sections 12.02 and/or 12.03 (and such payments) shall otherwise be subject to the provisions of Sections 12.02 and 12.03), or (ii) in the absence of actual knowledge by a Responsible the Trust Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys monies deposited with it for the purpose of making such payments of principal of, and interest on, the Obligations owing under the Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer of the Trustee shall have actually received the written notice provided for in Section 12.13, in the first sentence of Section 10.2(b12.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 12.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.02 and/or 10.3 12.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSections 12.02 and 12.03). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.. Table of Contents

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X 12 or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 12.2 and 10.312.3, from making payments at any time for the purpose of making payments of principal of and premium, if any, and interest on the Notes, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.2, 12.3, 13.2 or 10.313.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and premium, if any, and interest on, the Notes to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer shall have actually received the written notice provided for in the first second sentence of Section 10.2(b12.2(a) or in Section 10.7 or in the last sentence of this Section 10.4 12.7 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.2 and/or 10.3 12.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article Xthe first sentence of Section 12.2(a) and Section 12.3). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantorthe Company, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 and 10.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 or 10.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in clause (ii) of the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination Holders of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders Securities receiving any payments made in contravention of Section 10.2 and/or Section 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.Section 10.2 and Section 10.3

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X 13 or elsewhere in this Indenture shall prevent (i) the Guarantorsa Guarantor, except under the conditions described in Sections 10.2 13.2 and 10.313.3, from making payments at any time for the purpose of making payments of principal of of, and premium, if any, and interest on the NotesGuarantees, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 13.2 or 10.313.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, pursuant to the Notes Guarantees to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Trust Officer shall have actually received the written notice provided for in the first second sentence of Section 10.2(b13.2(a) or in Section 10.7 or in the last sentence of this Section 10.4 13.7 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 13.2 and/or 10.3 13.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article Xthe first sentence of Section 13.2(a) and Section 13.3). The Company Each Guarantor shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any such Guarantor, although any delay or failure to give any such notice shall have no not effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Section 11 or elsewhere in this Indenture Agreement shall prevent (i) the Guarantorsany Subsidiary Guarantor, except under the conditions described in Sections 10.2 11.2 and 10.311.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesGuarantee Obligations, or from depositing with Bankers Trust Company, on behalf of the Trustee Agents, any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee Agents that a given payment would be prohibited by Section 10.2 11.2 or 10.311.3, the application by the Trustee Agents of any moneys monies deposited with it them for the purpose of making such payments of principal of, and interest on, the Notes on Guarantee Obligations to the Holders Lenders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Agents shall have actually received the written notice provided for in the first sentence of Section 10.2(b8.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided PROVIDED that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders Lenders receiving any payments made in contravention of Section 10.2 Sections 11.2 and/or 10.3 11.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article XSection 11.2 and Section 11.3). The Company Each Subsidiary Guarantor shall give prompt written notice to the Trustee Agents of any dissolution, winding-up, liquidation or reorganization of any such Subsidiary Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X Twelve or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 12.02 and 10.312.03, from making payments at any time for the purpose of making payments of principal of and interest on the Obligations owing under the Senior Subordinated Notes, or from depositing with the Trustee any moneys monies for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 12.02 or 10.312.03, the application by the Trustee of any moneys monies deposited with it for the purpose of making such payments of principal of, and interest on, the Obligations owing under the Senior Subordinated Notes to the Holders entitled thereto unless at least two one Business Days Day prior to the date upon which such payment would otherwise become due and payable a Responsible Officer the Trustee shall have actually received the written notice provided for in Section 12.13, in the first sentence of Section 10.2(b12.02(b) or in Section 10.7 or in the last sentence of this Section 10.4 12.04 (provided that, notwithstanding the foregoing, the subordination of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders receiving any payments made in contravention of Section 10.2 Sections 12.02 and/or 10.3 12.03 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained hereinSections 12.02 and 12.

Payments May Be Paid Prior to Dissolution. Nothing contained in this Article X or elsewhere in this Indenture shall prevent (i) the GuarantorsCompany, except under the conditions described in Sections 10.2 and 10.3, from making payments at any time for the purpose of making payments of principal of and interest on the NotesSecurities, or from depositing with the Trustee any moneys for such payments, or (ii) in the absence of actual knowledge by a Responsible Officer of the Trustee that a given payment would be prohibited by Section 10.2 10.2, 10.3, 12.2 or 10.312.3, the application by the Trustee of any moneys deposited with it for the purpose of making such payments of principal of, and interest on, the Notes Securities to the Holders entitled thereto unless at least two Business Days prior to the date upon which such payment would otherwise become due and payable a Responsible Officer shall have actually received the written notice provided for in the first sentence of Section 10.2(b) or in Section 10.7 or in the last sentence of this Section 10.4 (provided that, notwithstanding the foregoing, the subordination Holders of the Guarantees to Guarantor Senior Debt shall not be affected and the Holders Securities receiving any payments made in contravention of Section 10.2 and/or Section 10.3 (and the respective such payments) shall otherwise be subject to the provisions of this Article X). The Company shall give prompt written notice to the Trustee of any dissolution, winding-up, liquidation or reorganization of any Guarantor, although any delay or failure to give any such notice shall have no effect on the subordination provisions contained herein.Section 10.2 and Section 10.3