Common use of Proceedings by Debentureholders Clause in Contracts

Proceedings by Debentureholders. No Holder of any Debenture shall have any right by virtue of or by reference to any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) the Holders of at least twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, liabilities or expenses to be incurred therein or thereby, (c) the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Debenture with every other taker and Holder and the Trustee, that no one or more Holders of Debentures shall have any right in any manner whatever by virtue of or by reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of Debentures, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided herein.

Proceedings by Debentureholders. No Holder of any Debenture Debentureholder shall have any right by virtue of or by reference to any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder Debentureholder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders of Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of DebenturesDebentureholder, or to obtain or seek to obtain priority over or preference to any other such HolderDebentureholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures Debentureholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder Debentureholders and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture Debentureholder to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption redemption, the purchase price upon a purchase, or repurchase a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3) and premium, if any), and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such HolderDebentureholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder holder of any Junior Subordinated Debenture shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Debenture Trustee written notice of an a Debenture Event of Default and of the continuance thereofthereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Default, as hereinbefore provided, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Junior Subordinated Debentures then outstanding shall have made written request upon the Debenture Trustee to institute such action, suit or proceeding in its own name as Debenture Trustee hereunder and shall have offered to the Debenture Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Debenture Trustee for sixty (60) calendar 60 days after its receipt of such notice, request and offer of indemnity, indemnity shall have neglected or refused failed to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; proceeding, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Junior Subordinated Debenture with every other taker and Holder holder and the Debenture Trustee, that no one or more Holders holders of Junior Subordinated Debentures shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of Junior Subordinated Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Junior Subordinated Debentures. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Junior Subordinated Debenture to receive payment of the principal of (and premium, if any) and interest on (including Compounded Interest and Additional Sums, if any) and Liquidated Damages, if any, on such Junior Subordinated Debenture, on or after the same shall have become due and payable, or to institute suit for the enforcement of any such payment, shall not be impaired or affected without the consent of such holder and by accepting a Junior Subordinated Debenture hereunder it is expressly understood, intended and covenanted by the taker and holder of every Junior Subordinated Debenture with every other such taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures (shall have any right in any manner whatsoever by virtue or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of the holders of any other Junior Subordinated Debentures, or to obtain or seek to obtain priority over or preference to any other such holder, or to enforce any right under this Indenture, except as otherwise in the manner herein provided herein)and for the equal, ratable and common benefit of all holders of Junior Subordinated Debentures. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders of Capital Securities are entitled, in the circumstances and subject to the limitations set forth therein, to commence a Direct Action with respect to any other provision Debenture Event of Default under this Indenture and any provision of any Debenture, the right of any Holder of any Debenture to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinJunior Subordinated Debentures.

Proceedings by Debentureholders. No Holder holder of any Debenture of a series shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereofthereof with respect to the Debentures of that series specifying such Event of Default, as hereinbefore provided, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Debentures of that series or (so long as the Debentures of that series are held by a Trust) the holders of at least 25% in aggregate liquidation amount of the Preferred Securities of the applicable Trust then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar 60 days after its receipt of such notice, request and offer of indemnity, indemnity shall have neglected or refused failed to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; proceeding, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture of that series with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Debentures of that series shall have any right in any manner whatever by virtue of or by reference to availing itself of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of DebenturesDebentures of that series, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures of that series. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Debenture of a series to receive payment of the principal of and interest on (including Compounded Interest and Additional Sums, if any) on such Debenture, on or after the same shall have become due and payable, or to institute suit for the enforcement of any such payment, shall not be impaired or affected without the consent of such holder, and by accepting a Debenture of that series hereunder it is expressly understood, intended and covenanted by the taker and holder of every Debenture of that series with every other such taker and holder and the Trustee, that no one or more holders of Debentures of that series shall have any right in any manner whatsoever by virtue or by availing itself of any provision of this Indenture to affect, disturb or prejudice the rights of the holders of any other Debentures of that series, or to obtain or seek to obtain priority over or preference to any other such holder, or to enforce any right under this Indenture, except as otherwise in the manner herein provided herein)and for the equal, ratable and common benefit of all holders of Debentures of that series. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision If an Event of this Indenture Default has occurred and any provision is continuing and is attributable to the failure of the Company to pay the principal of or premium, if any, or interest on the Debentures of a series on the due date therefor and an event of default has occurred and is continuing under the applicable Declaration, a holder of the related Preferred Securities, in lieu of any Debenture, the right of any action that may otherwise be taken hereunder as a Holder of any Debenture Debentures of a series, may institute a legal proceeding directly against the Company for enforcement of payment to receive payment such holder of the principal of or premium, if any, or interest on such Debentures having a principal amount equal to the liquidation amount of the Preferred Securities held by such holder or for enforcement of such conversion or exchange rights, as the case may be (including a "Direct Action"). Notwithstanding anything contained herein to the Redemption Price or repurchase price upon redemption or repurchase pursuant contrary, the Company may not amend this Indenture to Article 3) remove the foregoing right to bring a Direct Action without the prior written consent of the holders of all of the Preferred Securities of a Trust outstanding. Notwithstanding any payments made to a holder of Preferred Securities by the Company in connection with a Direct Action, the Company shall remain obligated to pay the principal and premium, if any, and accrued or interest on the related Debentures, and the Company shall be subrogated to the rights of the holder of such Debenture, Preferred Securities with respect to payments on or after the respective due dates expressed in such Debenture or in Preferred Securities to the event of redemption or repurchase, or to institute suit for the enforcement extent of any payments made by the Company to such payment on or after such respective dates against the Issuer shall not be impaired or affected without the consent of such Holder. Anything contained holder in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinDirect Action.

Proceedings by Debentureholders. No Holder holder of any Debenture shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereofthereof with respect to the Debentures specifying such Event of Default, as hereinbefore provided, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar 60 days after its receipt of such notice, request and offer of indemnity, indemnity shall have neglected or refused failed to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; proceeding, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Debentures shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Debenture to receive payment of the principal or Redemption Price of and interest on such Debenture, on or after the same shall have become due and payable, or to institute suit for the enforcement of any such payment, shall not be impaired or affected without the consent of such holder and by accepting a Debenture hereunder it is expressly understood, intended and covenanted by the taker and holder of every Debenture with every other such taker and holder and the Trustee, that no one or more holders of Debentures (shall have any right in any manner whatsoever by virtue or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of the holders of any other Debentures, or to obtain or seek to obtain priority over or preference to any other Such holder, or to enforce any right under this Indenture, except as otherwise in the manner herein provided herein)and for the equal, ratable and common benefit of all holders of Debentures. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding The Company and the Trustee acknowledge that pursuant to the Declaration, the holders of Capital Securities are entitled, in the circumstances and subject to the limitations set forth therein, to commence a Direct Action with respect to any other provision Event of Default under this Indenture and the Debentures. Notwithstanding any provision payments made to such holder of Trust Securities by the Company in connection with a Direct Action, the Company shall remain obligated to pay the principal or Redemption Price of and interest on the Debentures held by the Property Trustee, and the Company shall be subrogated to the rights of the holder of such Trust Securities to the extent of any Debenture, payments made by the right of Company to such holder in any Holder of any Debenture to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinDirect Action.

Proceedings by Debentureholders. No Holder of any Debenture Debentureholder shall have any right by virtue of or by reference to any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder Debentureholder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as satisfactory to it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders of Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of DebenturesDebentureholder, or to obtain or seek to obtain priority over or preference to any other such HolderDebentureholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures Debentureholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder Debentureholders and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture Debentureholder to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption redemption, the purchase price upon a purchase, or repurchase a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3) and premium, if any), and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such HolderDebentureholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder holder of any Applicable Debenture of any series shall have any right by virtue of or by reference to availing himself of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the each case with respect to an Event of a default in the payment of principal, premium, if any, or interest on the Default related to such Applicable Debentures, unless (a) such Holder holder previously shall have given to a Responsible Officer of the Trustee written notice of an Event default with respect to the Applicable Debentures of Default such series and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the such Applicable Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused failed to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; during such sixty-day period by the holders of a majority in principal amount of the outstanding Debentures, it being understood and intended, intended and being expressly covenanted by the taker and Holder holder of every Debenture of a series with every other taker and Holder holder of a Debenture of such series and the Trustee, that no one or more Holders holders of Debentures of such series shall have any right in any manner whatever by virtue of or by reference to availing himself or themselves of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of such Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equityseries. Notwithstanding any other provision of provisions in this Indenture and any provision of any DebentureIndenture, the right of any Holder holder of any Debenture Debenture, which is absolute and unconditional, to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) of, and premium, if any, and accrued interest interest, if any, on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchaseDebenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinholder.

Proceedings by Debentureholders. No Holder holder of any Debenture shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee by the Debentureholders pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders of Debentures Debentureholders shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of DebenturesDebentureholder, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures Debentureholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture Debentureholder to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption or repurchase pursuant to Article 3) ), and premiumaccrued and unpaid interest, including Contingent Interest, and accrued and unpaid Liquidated Damages, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event notice of redemption or repurchaseredemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such HolderDebentureholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its his own behalf and for its his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its his rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder of any Debenture Debentureholder shall have any right by virtue of or by reference to any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder Debentureholder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders of Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of DebenturesDebentureholder, or to obtain or seek to obtain priority over or preference to any other such HolderDebentureholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures Debentureholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder Debentureholders and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture Debentureholder to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption redemption, the purchase price upon a purchase, or repurchase a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3) and premium, if any), and accrued interest on (including Liquidated Damages, if any) such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such HolderDebentureholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder holder of any Debenture -------------------------------- shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; proceeding, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Debentures shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of such Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures Debentures. Notwithstanding any other provisions in this Indenture (except as otherwise provided herein). For including, without limitation, the protection and enforcement preceding paragraph of this Section 6.04), each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenturehowever, the right of any Holder holder of any Debenture to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchaseDebenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinholder.

Proceedings by Debentureholders. No Holder holder of any Debenture shall have any right by virtue of or by reference to any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Debentures shall have any right in any manner whatever whatsoever by virtue of or by reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder Debentureholders and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder holder of any Debenture to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption or repurchase pursuant to Article 3) and premium, if any), and accrued interest on (including Liquidated Damages, if any) such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchaseredemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such Holderholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder holder of any Debenture shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee by the Debentureholders pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders of Debentures Debentureholders shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder of DebenturesDebentureholder, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Debentures Debentureholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenture, the right of any Holder of any Debenture Debentureholder to receive payment of the principal of and premium, if any (including the Redemption Price or repurchase redemption price upon redemption or repurchase pursuant to Article 3) ), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event notice of redemption or repurchaseredemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such HolderDebentureholder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder holder of any Debenture, without the consent of either the Trustee or the Holder holder of any other Debenture, in its his own behalf and for its his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its his rights of exchange conversion as provided herein.

Proceedings by Debentureholders. No Holder holder of any Debenture shall have any right by virtue of or by reference to availing of any provision of this Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Indenture or for the appointment of a receiver, receiver or trustee, liquidator, custodian or other similar official, or for any other remedy hereunder, except in the case of a default in the payment of principal, premium, if any, or interest on the Debentures, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default default and of the continuance thereof, as hereinbefore provided, (b) and unless also the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Debentures then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered to the Trustee such reasonable security or indemnity as it may require against the costs, expenses and liabilities or expenses to be incurred therein or thereby, (c) and the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; proceeding, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Debenture with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Debentures shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of such Debentures, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Debentures Debentures. Notwithstanding any other provisions in this Indenture (except as otherwise provided herein). For including, without limitation, the protection and enforcement preceding paragraph of this Section 6.04), each and every Debentureholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Indenture and any provision of any Debenturehowever, the right of any Holder holder of any Debenture to receive payment of the principal of (including the Redemption Price or repurchase price upon redemption or repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Debenture, on or after the respective due dates expressed in such Debenture or in the event of redemption or repurchaseDebenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer Company shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Debentures to the contrary notwithstanding, the Holder of any Debenture, without the consent of either the Trustee or the Holder of any other Debenture, in its own behalf and for its own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of exchange as provided hereinholder.