Common use of Proceedings by Debentureholders Clause in Contracts

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by 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 or trustee, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Default, as hereinbefore provided, and unless also the holders of 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 days after its receipt of such notice, request and offer of indemnity shall have failed to institute any such action, suit or proceeding, it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of 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 in the manner herein provided and for the equal, ratable and common benefit of all 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 in the manner herein provided 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, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. 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 Debenture Event of Default under this Indenture and the Junior Subordinated Debentures.

Proceedings by Debentureholders. No holder Holder of any Junior Subordinated Debenture shall have any right by virtue of or by availing of 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 Indenture, or for the appointment of a receiver receiver, trustee, liquidator, custodian or trusteeother 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 a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also (b) the holders Holders of not less than at least twenty-five percent (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, liabilities or expenses and liabilities to be incurred therein or thereby, and (c) the Debenture Trustee for 60 sixty (60) calendar days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, 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 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 availing of reference to 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 Debentures (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 6.04, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright 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 Junior Subordinated Debenture of a series shall have any right by virtue of or by 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 or trustee, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures of that series specifying such Debenture Event of Default, as hereinbefore provided, and unless also the holders of not less than 25% in aggregate principal amount of the Junior Subordinated 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 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 days after its receipt of such notice, request and offer of indemnity shall have failed to institute any such action, suit or proceeding, it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture of that series with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures of that series shall have any right in any manner whatever by virtue of or by availing itself of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated DebenturesDebentures 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 in the manner herein provided and for the equal, ratable and common benefit of all holders of Junior Subordinated DebenturesDebentures of that series. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Junior Subordinated Debenture of a series 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 holder, and by accepting a Junior Subordinated Debenture of that series hereunder it is expressly understood, intended and covenanted by the taker and holder of every Junior Subordinated Debenture of that series with every other such taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated 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 Junior Subordinated DebenturesDebentures 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 in the manner herein provided and for the equal, ratable and common benefit of all holders of Junior Subordinated DebenturesDebentures of that series. For the protection and enforcement of the provisions of this Section, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation If an Event of Default has occurred and the Debenture Trustee acknowledge that pursuant 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 action that may otherwise be taken hereunder as a Holder of Debentures of a series, may institute a legal proceeding directly against the Company for enforcement of payment to 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 (a "Direct Action"). Notwithstanding anything contained herein to the contrary, the Company may not amend this Indenture to remove the foregoing right to bring a Direct Action without the prior written consent of the holders of Capital all of the Preferred Securities are entitledof a Trust outstanding. Notwithstanding any payments made to a holder of Preferred Securities by the Company in connection with a Direct Action, in the circumstances Company shall remain obligated to pay the principal and subject premium, if any, or interest on the related Debentures, and the Company shall be subrogated to the limitations set forth therein, to commence a Direct Action rights of the holder of such Preferred Securities with respect to payments on the Preferred Securities to the extent of any Debenture Event of Default under this Indenture and payments made by the Junior Subordinated DebenturesCompany to such holder in any Direct Action.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture Debentureholder shall have any right by virtue of or by availing of 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 Indenture, or for the appointment of a receiver receiver, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder Debentureholder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than twenty-five percent (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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by availing of reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated 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 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 Debentureholders (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder Debentureholders and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any Debentureholder to receive payment of the principal of and premium, if any (including the redemption price upon redemption, the purchase price upon a purchase, or a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3), 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 Company shall not be impaired or affected without the consent of such Debentureholder. Anything 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 conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture Debentureholder shall have any right by virtue of or by availing of 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 Indenture, or for the appointment of a receiver receiver, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder Debentureholder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than twenty-five percent (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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by availing of reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated 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 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 Debentureholders (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder Debentureholders and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any Debentureholder to receive payment of the principal of and premium, if any (including the redemption price upon redemption, the purchase price upon a purchase, or a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3), 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 Company shall not be impaired or affected without the consent of such Debentureholder. Anything 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 conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by 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 or trustee, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Default, as hereinbefore provided, and unless also the holders of 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 days after its receipt of such notice, request and offer of indemnity shall have failed to institute any such action, suit or proceeding, it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of 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 in the manner herein provided and for the equal, ratable and common benefit of all 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 or Redemption Price 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 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 Junior Subordinated Debentures. For the protection and enforcement of the provisions of this Section, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation Company 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 Debenture Event of Default under this Indenture and the Junior Subordinated Debentures. Notwithstanding any 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 payments made by the Company to such holder in any Direct Action.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by 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, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee by the Debentureholders pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures Debentureholders shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated DebenturesDebentureholder, 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 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 Debentureholders (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any Debentureholder to receive payment of the principal of and premium, if any (including the redemption price upon redemption pursuant to Article 3), and accrued and unpaid interest, including Contingent Interest, and accrued and unpaid Liquidated Damages, if any, on such Debenture, on or after the respective due dates expressed in such Debenture or in the notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Company shall not be impaired or affected without the consent of such Debentureholder. Anything 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 his own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, his rights of conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Applicable Debenture of any series shall have any right by virtue of or by 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 or for the appointment of a receiver or trustee, or for any other remedy hereunder, in each case with respect to an Event of Default related to such Applicable Debentures, unless such holder previously shall have given to a Responsible Officer of the Debenture Trustee written notice of a Debenture Event default with respect to the Applicable Debentures of Default such series and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than 25% twenty-five percent in aggregate principal amount of the Junior Subordinated such Applicable 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed to institute any such action, suit or proceedingproceeding and no direction inconsistent with such written request shall have been given to the Trustee 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 of every Junior Subordinated Debenture of a series with every other taker and holder of a Debenture of such series and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures of such series shall have any right in any manner whatever by virtue of or by availing himself or themselves of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated such 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 Junior Subordinated DebenturesDebentures of such series. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Junior Subordinated Debenture Debenture, which is absolute and unconditional, to receive payment of the principal of (of, and premium, if any) , and interest on (including Compounded Interest and Additional Sums, if any) and Liquidated Damagesinterest, if any, on such Junior Subordinated Debenture, on or after the same shall have become respective due and payabledates expressed in such Debenture, or to institute suit for the enforcement of any such payment, payment on or after such respective dates 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 in the manner herein provided 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, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. 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 Debenture Event of Default under this Indenture and the Junior Subordinated Debentures.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture Debentureholder shall have any right by virtue of or by availing of 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 Indenture, or for the appointment of a receiver receiver, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder Debentureholder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than twenty-five percent (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 indemnity as satisfactory to it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures Debentureholders shall have any right in any manner whatever whatsoever by virtue of or by availing of reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated 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 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 Debentureholders (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder Debentureholders and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any Debentureholder to receive payment of the principal of and premium, if any (including the redemption price upon redemption, the purchase price upon a purchase, or a Fundamental Change Repurchase Price upon a Fundamental Change pursuant to Article 3), 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 Company shall not be impaired or affected without the consent of such Debentureholder. Anything 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 conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by availing of 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 Indenture, or for the appointment of a receiver receiver, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than twenty-five percent (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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures shall have any right in any manner whatever whatsoever by virtue of or by availing of reference to any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of 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 in the manner herein provided and for the equal, ratable and common benefit of all 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 Debentures (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder Debentureholders and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any holder of any Debenture to receive payment of the principal of and premium, if any (including the redemption price upon redemption pursuant to Article 3), 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 to institute suit for the enforcement of any such payment on or after such respective dates against the Company shall not be impaired or affected without the consent of such holder. Anything 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 conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by 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, trustee, liquidator, custodian or trusteeother similar official, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture an Event of Default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty (60) days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, proceeding and no direction inconsistent with such written request shall have been given to the Trustee by the Debentureholders pursuant to Section 7.07; it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures Debentureholders shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated DebenturesDebentureholder, 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 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 Debentureholders (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 in the manner herein as otherwise provided and for the equal, ratable and common benefit of all holders of Junior Subordinated Debenturesherein). For the protection and enforcement of the provisions of this SectionSection 7.04, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. The Corporation and the Debenture Trustee acknowledge that pursuant to the Declaration, the holders Notwithstanding any other provision 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 Debenture Event of Default under this Indenture and any provision of any Debenture, the Junior Subordinated Debenturesright of any Debentureholder to receive payment of the principal of and premium, if any (including the redemption price upon redemption pursuant to Article 3), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Debenture, on or after the respective due dates expressed in such Debenture or in the notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Company shall not be impaired or affected without the consent of such Debentureholder. Anything 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 his own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, his rights of conversion as provided herein.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture shall have any right by virtue of or by 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 or trustee, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture Event of Default default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than 25% twenty-five percent 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated such 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 Junior Subordinated Debentures. Notwithstanding any other provisions in this IndentureIndenture (including, without limitation, the preceding paragraph of this Section 6.04), 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 respective due and payabledates expressed in such Debenture, or to institute suit for the enforcement of any such payment, payment on or after such respective dates against the Company 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 in the manner herein provided 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, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. 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 Debenture Event of Default under this Indenture and the Junior Subordinated Debentures.

Proceedings by Debentureholders. No holder of any Junior Subordinated Debenture -------------------------------- shall have any right by virtue of or by 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 or trustee, or for any other remedy hereunder, unless such holder previously shall have given to the Debenture Trustee written notice of a Debenture Event of Default default and of the continuance thereof with respect to the Junior Subordinated Debentures specifying such Debenture Event of Defaultthereof, as hereinbefore provided, and unless also the holders of not less than 25% twenty-five percent 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 indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Debenture Trustee for 60 sixty days after its receipt of such notice, request and offer of indemnity indemnity, shall have failed neglected or refused to institute any such action, suit or proceeding, it being understood and intended, and being expressly covenanted by the taker and holder of every Junior Subordinated Debenture with every other taker and holder and the Debenture Trustee, that no one or more holders of Junior Subordinated Debentures shall have any right in any manner whatever by virtue of or by availing of any provision of this Indenture to affect, disturb or prejudice the rights of any other holder of Junior Subordinated such 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 Junior Subordinated Debentures. Notwithstanding any other provisions in this IndentureIndenture (including, without limitation, the preceding paragraph of this Section 6.04), 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 respective due and payabledates expressed in such Debenture, or to institute suit for the enforcement of any such payment, payment on or after such respective dates against the Company 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 in the manner herein provided 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, each and every Debentureholder and the Debenture Trustee shall be entitled to such relief as can be given either at law or in equity. 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 Debenture Event of Default under this Indenture and the Junior Subordinated Debentures.