Common use of Proceedings by Noteholders Clause in Contracts

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note shall have any right by virtue of or by reference to any provision of this Supplemental Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Supplemental 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 ninety (6090) calendar days after its receipt of such notice, request and offer of security or 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes shall have any right in any manner whatever by virtue of or by reference to any provision of this Supplemental Indenture to affect, disturb or prejudice the rights of any other Holder of Notes, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Supplemental Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Supplemental Indenture and any provision of any Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 33 hereof) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 IndentureIndenture or the Notes, 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 33 hereof) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 33 hereof) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. (a) No Holder of any Note 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 Notes, unless (a) such Holder previously shall have given to the Trustee written notice of an Event of Default default with respect to such Note and of the continuance thereof, as hereinbefore hereinabove provided, (b) and unless also the Holders of at least twenty-five percent (25%) not less than a majority in aggregate principal amount of the Notes 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, 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 the Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such HolderNotes.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyof, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder.

Proceedings by Noteholders. No Holder of any Note 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, principal or interest Interest on the Notes, 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 Notes 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) 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest Interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor Guarantor, shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder holder of any Note shall have any right by virtue of or by reference to availing itself 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 Notes, unless (ai) 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, ; (bii) the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made written request upon to the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and hereunder; (iii) such holders shall have offered to the Trustee such reasonable security or indemnity as reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense to be incurred therein or thereby, ; (civ) the Trustee for sixty (60) calendar days after its receipt of such notice, request and offer of security or indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (dv) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Indenture, except for restrictions imposed by Gaming Laws or Gaming Authorities on payments by entities holding Gaming Licenses, and any provision of any NoteNote (except as provided in clause (ii) below), the right of any Holder of any Note Noteholder (i) to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 16.02), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in this Indenture; (ii) to receive the event of redemption, Conversion Obligation upon conversion (subject to Section 15.11); or (iii) to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note of a series shall have any right by virtue of or by reference to availing itself 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 Notes, unless (a) such Holder holder previously shall have given to the Trustee written notice of an a Default or Event of Default with respect to such series of Notes and of the continuance thereofthereof with respect to such series of Notes specifying such Default or Event of Default, as hereinbefore provided, (b) the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the such series of Notes then outstanding Outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and hereunder, (c) such holder or holders 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, (cd) 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 proceeding, and (d) e), no direction inconsistent with such written request shall have has been given to the Trustee pursuant to Section 6.07during such 60-day period by the Holders of a majority in aggregate principal amount of such series of Notes; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note of such series with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes of such 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 NotesNotes of such 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 such series of Notes. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Note to receive payment of the principal of, premium, if any, and interest on such Note, 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 Note hereunder it is expressly understood, intended and covenanted by the taker and holder of every Note with every other such taker and holder and the Trustee, that no one or more holders of Notes (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 Notes, 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 Notes. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 Noteholders pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued and unpaid interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.08; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.05, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of of, other amounts under and accrued and unpaid interest (including the Redemption Price upon redemption pursuant to Article 3) and premiumAdditional Interest, if any, and accrued interest ) on such Note, on or after the respective due dates expressed or provided in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, in its own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of conversion as provided herein.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued and unpaid interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.073.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.043.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 6.02), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premiumof, if any, other amounts under and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, in its own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of put exercise as provided herein.

Proceedings by Noteholders. No Holder holder of any Note 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, 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 Notesunder this Indenture, 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 providedprovided in Section 4.01, and unless also (bi) the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder under this Indenture and shall have offered to the Trustee such reasonable security or indemnity as it the Trustee may require against the costs, expenses and liabilities or expenses to be incurred therein or therebyin compliance with such request, (cii) 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 to institute any such action, suit or proceeding and (diii) no direction inconsistent with such written request shall have has been given to the Trustee pursuant to Section 6.07during such 60-day period by the holders of a majority in principal amount of the outstanding Notes; it being understood and intended, and being expressly covenanted by the taker each Person who acquires and Holder of every holds a Note with every other taker and Holder and the Trusteesuch Person, that no one or more Holders holders of Notes 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 Notes, 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 in this Section 4.04 and for the equal, ratable and common benefit of all Holders holders of Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equityNotes. Notwithstanding any other provision of this Indenture and any provision of any NoteIndenture, however, the right of any Holder holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and of, premium, if any, and accrued interest on such Note, Note on or after the respective due dates expressed in such Note or in the event of redemptionStated Maturities, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company, shall not be impaired or affected without the consent of such Holderholder.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Noteholders), 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyany (including the Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and any accrued and unpaid Extension Fee, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, on 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 Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 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 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 in Article 13.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.076.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.046.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 13.01), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Noteholders), 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of and premium, if any (including the Redemption Price upon redemption pursuant to Article 3) , the Repurchase Price upon repurchase pursuant to Section 16.01 and premiumthe Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.04), and accrued and unpaid interest and accrued and unpaid Contingent Interest, if any, and accrued interest and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 security, indemnity or indemnity as pre-funding satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.076.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.046.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) and premium, if anySection 13.01 or any redemption price or the Cash Settlement Amount upon conversion), and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of of, and accrued and unpaid interest (including the Redemption Price upon redemption pursuant to Article 3Additional Interest, if any) and premiumExtension Fees and Additional Extension Fees, if any, and accrued interest on on, such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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, principal or interest Interest on the Notes, 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 Notes 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 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 16.04), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. (a) No Holder of any Note Noteholder shall have any right by virtue of or by reference to any provision of this Indenture Agreement to institute any suit, action or proceeding proceedings in equity or at law upon or under or with respect to this IndentureAgreement, 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 Notes, unless (a) such Holder Noteholder previously shall have given to the Trustee Note Agent written notice of an Event of Default and of the continuance thereof, as hereinbefore herein before provided, (b) and unless also the Holders of at least twenty-five percent (25%) more than 50% in aggregate principal amount of the Notes then outstanding shall have made written request upon the Trustee Note Agent to institute such action, suit or proceeding in its own name proceedings as Trustee hereunder Note Agent and on behalf of the Holders of the Notes then outstanding, and shall have offered to the Trustee Note Agent 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 Note Agent, 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 in accordance with such written request as shall have been given to the Trustee Note Agent pursuant to Section 6.07SECTION 9.7; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the TrusteeNote Agent, that no one or more Holders of Notes Noteholders shall have any right in any manner whatever whatsoever by virtue of or by reference to any provision of this Indenture Agreement to affect, disturb disrupt or prejudice the rights of any other Holder of NotesNoteholders, or to obtain or seek to obtain priority over or in preference to any other such HolderNoteholder, or to enforce any right under this IndentureAgreement, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such HolderNoteholders.

Proceedings by Noteholders. No Holder of any Note shall have any right by virtue of or by reference Notwithstanding anything to any provision of this Indenture to institute any suit, action or proceeding the contrary elsewhere 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption of, interest on, Fundamental Change Purchase Price upon redemption pursuant to Article 3) and premiumfor, if any, and accrued interest on such Noteits Notes, on or after the respective due dates expressed date, and to exchange its Notes and receive payment or delivery of the consideration due with respect to such Notes in such Note or in the event of redemptionaccordance with Article 15 hereof, or to institute bring suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall exchange rights, will not be impaired or affected without the consent of such Holder and will not be subject to the requirements below. Subject to the provisions of this Section 7.04 above, no Holder may pursue a remedy with respect to this Indenture or the Notes unless: (a) such Holder has previously delivered to the Trustee written notice that an Event of Default has occurred and is continuing; (b) the Holders of at least 25% of the aggregate principal amount of the then Outstanding Notes deliver to the Trustee a written request that the Trustee pursue a remedy with respect to such Event of Default; (c) such Holder or Holders have offered and, if requested, provided to the Trustee indemnity reasonably satisfactory to the Trustee against any loss, liability or other expense of compliance with such written request; (d) the Trustee has not complied with such written request within 60 days after receipt of such written request and offer of indemnity; and (e) during such 60-day period, the Holders of a majority of the aggregate principal amount of the then Outstanding Notes did not deliver to the Trustee a direction inconsistent with such written request. A Holder may not use this Indenture to prejudice the rights of any other Holder or to obtain a preference or priority over any other Holder, it being understood that the Trustee does not have any affirmative duty to ascertain whether any usage of this Indenture by a Holder is unduly prejudicial to such other Holders.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 costsany loss, liabilities liability or expenses expense 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, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Change of Control Purchase Price upon redemption purchase pursuant to Article 3Section 4.16) and premium, if anyof, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of and accrued and unpaid interest (including the Redemption Price upon redemption pursuant to Article 3any Additional Interest) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Noteholders pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed in such Note or in the event notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 failed to institute any such action, suit or proceeding and (d) no direction that, in the reasonable opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price or Designated Event Repurchase Price upon redemption or repurchase pursuant to Article 33 and Article 4) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 in Article 15.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of and premium, if any (including the Redemption Price upon redemption pursuant to Article 3) , the Repurchase Price upon repurchase pursuant to Section 16.01 and premiumthe Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note Note, in this Indenture or in the event notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. (a) No Holder holder of any Note 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 Notes, 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 Notes then outstanding determined in accordance with Section 7.04 shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.075.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.06, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 pursuant to Article 13 as provided herein.

Proceedings by Noteholders. No Holder of any Note 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 Notes, unless (a) such Holder previously shall have given to the Trustee written notice of a default or 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price repurchase price upon redemption repurchase pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such 37 Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 pursuant to Article 13 as provided herein.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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) and unless also the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes 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 costsany loss, liabilities liability or expenses expense 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 security or indemnity, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.08; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 NotesHolder, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.05, each and every Noteholder Holder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyof, and accrued interest on and unpaid Interest on, such Note, or the Fundamental Change Repurchase Price, if applicable, on or after the respective due dates expressed in such Note Note, or in the event of redemptionFundamental Change Repurchase Date, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, in his own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, his rights to payment of amounts due upon conversion as provided herein.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 Notes then at the time 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 proceeding, and (d) no during such 60 days the holders of a majority in principal amount of the Notes at the time outstanding do not give a direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07; inconsistent with the request, it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes 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 Notes, 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 Notes. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Note to receive payment of the principal of interest, and Additional Interest on such Note, 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 Note hereunder it is expressly understood, intended and covenanted by the taker and holder of every Note with every other such taker and holder and the Trustee, that no one or more holders of Notes (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 Notes, 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 Notes. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such HolderSECTION 5.06.

Proceedings by Noteholders. No Holder of any Note shall have any right by virtue of or by reference to any provision of this the Indenture to institute any suit, action or proceeding in equity or at law upon or under or with respect to this the 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 principalprincipal of, premium, if any, or interest Interest on the Notes, 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 Notes 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) 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes shall have any right in any manner whatever by virtue of or by reference to any provision of this the Indenture to affect, disturb or prejudice the rights of any other Holder of Notes, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this the Indenture, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 the Indenture and any provision of any Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 34) and or premium, if any, and accrued interest or Interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor Guarantors, shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyany (including the Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 33 hereof) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed in such Note or in the event notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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, principal or interest Interest on the NotesNotes or the Redemption Price or the repurchase price required in connection with a Fundamental Change, 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 Notes 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 is satisfactory to 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 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price repurchase price upon redemption repurchase pursuant to Article 3) and premium, if any, and accrued interest Interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionrepurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 16.02), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyany (including the Fundamental Change Purchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, in its own behalf and for its own benefit, may specifically enforce, and may institute and maintain any proceeding suitable to specifically enforce, its rights of conversion as provided herein.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of of, other amounts under and accrued and unpaid interest (including the Redemption Price upon redemption pursuant to Article 3) and premiumAdditional Amount, if any, and accrued interest ) on such Note, on or after the respective due dates expressed or provided in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, in its own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of put exercise as provided herein.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 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 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Purchase Price upon redemption purchase pursuant to Article 3) Section 16.01 and premiumthe Changes in Canadian Tax Law Purchase Price upon purchase pursuant to Section 17.01, if anyapplicable) of, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 that is satisfactory to it may require against the costs, liabilities or expenses to be incurred therein or therebythereby (including fees of the Trustee’s legal counsel), (c) the Trustee for sixty ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption and payment of a Change of Control Offer on the Change of Control Payment Date, in each case, pursuant to Article 33 hereof) and premium, if any, and accrued interest and Additional Interest, if any, on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.08; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.05, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of of, other amounts under and accrued and unpaid interest (including the Redemption Price upon redemption pursuant to Article 3) and premiumAdditional Interest, if any, and accrued interest ) on such Note, on or after the respective due dates expressed or provided in such Note or in the event of redemptionthis Indenture, or to convert such Note, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, in its own behalf and for his own benefit, may enforce, and may institute and maintain any proceeding suitable to enforce, its rights of conversion as provided herein.

Proceedings by Noteholders. No Holder of any Note of any series 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 NotesNotes of such series, 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 Notes of such series 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 Note of such series with every other taker and Holder and the Trustee, that no one or more Holders of Notes of such series 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 NotesNotes of such 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 Notes of such series (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 NoteNote of any series, the right of any Holder of any Note of such series to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Purchase Price upon redemption purchase pursuant to Article 3Section 16.01) and premium, if anyof, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note of any 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 proceedings at law or in equity or at law in bankruptcy or otherwise, upon or under or with respect to this 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 Notes, 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) the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Notes of such series then outstanding shall have made written request upon the Trustee to institute such action, suit action or proceeding proceedings in its own name as Trustee hereunder and trustee hereunder; (c) such holder or holders 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, ; (cd) the Trustee for sixty (60) calendar 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 action or proceeding proceedings; and (de) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.076.06; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes of any series, shall have any right in any manner whatever by virtue of or by reference to availing himself of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of NotesNotes of such series, or to obtain or seek to obtain priority over or preference to any other such Holder, 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 holders of Notes (except as otherwise provided herein)of such series. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of provisions in this Indenture and any provision of any NoteIndenture, however, the right of any Holder holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premiuminterest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor dates, shall not be impaired or affected without the consent of such Holderholder. With respect to Discount Notes, principal shall mean the Amortized Face Amount thereof or such other amount as shall be due and payable as specified in the terms of the Notes.

Proceedings by Noteholders. No Holder Except as set forth below, no holder of any Note shall have any right by virtue of or by reference to availing of any provision of this Indenture Note Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture, Note Agreement 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 Notes, 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 Notes 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 Note with every other taker and Holder and the Trustee, that no one or more Holders holders of Notes shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture Note Agreement to affect, disturb or prejudice the rights of any other Holder holder of Notes, or to obtain or seek to obtain priority over or preference to any other such Holderholder, or to enforce any right under this IndentureNote Agreement, except in the manner herein provided and for the equal, ratable and common benefit of all Holders holders of Notes. Notwithstanding any other provisions in this Note Agreement, however, the right of any holder of any Note to receive payment of the principal of (premium, if any) and interest on such Note, 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 Note hereunder it is expressly understood, intended and covenanted by the taker and holder of every Note with every other such taker and holder, that no one or more holders of Notes (shall have any right in any manner whatsoever by virtue or by availing of any provision of the Note Agreement or Note to affect, disturb or prejudice the rights of the holders of any other Notes, or to obtain or seek to obtain priority over or preference to any other such holder, or to enforce any right under the Notes or this Note Agreement, except as otherwise in the manner herein provided herein)and for the equal, ratable and common benefit of all holders of Notes. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding The Company acknowledges that, with respect to any Notes held by the Trust or the Administrative Trustees on behalf of the Trust, if the Administrative Trustees fail to enforce their rights under this Note as the holders of the Notes held as the assets of the Trust, any holder of Preferred Securities may, to the extent permitted by applicable law, institute legal proceedings directly against the Company to enforce such Administrative Trustees' rights under this Note Agreement and the Notes without first instituting any legal proceedings against such Administrative Trustees or any other provision person or entity. Notwithstanding the foregoing, if an Event of this Indenture Default has occurred and any provision of any Note, is continuing and such event is attributable to the right of any Holder of any Note to receive payment failure of the Company to pay principal of (including the Redemption Price upon redemption pursuant to Article 3) and or premium, if any, and accrued or interest on the Notes when due, the Company acknowledges that a holder of Preferred Securities may directly institute a proceeding for enforcement of payment to such Noteholder of the principal of or premium, if any, or interest on the Notes having a principal amount equal to the aggregate liquidation amount of the Preferred Securities of such holder on or after the respective due dates expressed in such Note or date specified in the event Notes (a "Direct Action"). Notwithstanding any payments made to a holder of redemptionPreferred Securities by the Company pursuant to a Direct Action initiated by such holder, the Company shall remain obligated to pay the principal of or premium, if any, or interest due on the Notes, and the Company shall be subrogated to institute suit for the enforcement rights of the holder of such Preferred Securities with respect to payments on the Preferred Securities to the extent of any payments made by the Company to such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holderholder in any Direct Action.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.075.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.045.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) of, accrued and premium, if any, and accrued unpaid interest on and the consideration due upon conversion of such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the written consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note shall have any right by virtue of or by reference to availing itself 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 Notes, unless (ai) 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, ; (bii) the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made written request upon to the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and hereunder; (iii) such holders shall have offered to the Trustee such reasonable security or indemnity as reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense to be incurred therein or thereby, ; (civ) 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 (dv) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Fundamental Change Repurchase Price upon redemption repurchase pursuant to Article 3) Section 16.02), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note of any 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 proceedings at law or in equity or at law in bankruptcy or otherwise, 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 hereunderhereunder or, except in subject to the case of a default in next paragraph, the payment of principal, premium, if any, Subordinated New Notes Guarantee or interest on the NotesSubordinated Old Note Guarantee, 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) the Holders holders of at least not less than twenty-five percent (25%) in aggregate principal amount of the Notes of such series then outstanding shall have made written request upon the Trustee to institute such action, suit action or proceeding proceedings in its own name as Trustee hereunder and trustee hereunder; (c) such holder or holders 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, ; (cd) the Trustee for sixty (60) calendar 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 action or proceeding proceedings; and (de) no direction inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.076.06; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes of any series, shall have any right in any manner whatever by virtue of or by reference to availing himself of any provision of this Indenture to affect, disturb or prejudice the rights of any other Holder holder of NotesNotes of such series, or to obtain or seek to obtain priority over or preference to any other such Holder, 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 holders of Notes (except as otherwise provided herein)of such series. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of provisions in this Indenture and any provision of any NoteIndenture, however, the right of any Holder holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premiuminterest, premium and Additional Amounts, if any, and accrued interest on such NoteNote (whether from the Company or, if such Note is subject to the Subordinated New Notes Guarantee or the Subordinated Old Note Guarantee, from the Guarantor), on or after the respective due dates expressed or provided for in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor dates, shall not be impaired or affected without the consent of such Holderholder. With respect to Discount Notes, principal shall mean the Amortized Face Amount thereof or such other amount as shall be due and payable as specified in the terms of the Notes.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) , the Repurchase Price upon repurchase pursuant to Section 16.01 or the Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.04, as applicable), and premiumaccrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 failed to institute any such action, suit or proceeding and (d) no direction that, in the reasonable opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee pursuant to Section 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.048.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price or Repurchase Price upon redemption or repurchase pursuant to Article 3, Article 4 and Article 5) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 in Article 15.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyany (including the Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 that is reasonably satisfactory to it may require against the costs, liabilities or expenses to be incurred therein or therebythereby (including fees of the Trustee’s legal counsel), (c) the Trustee for sixty ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption and payment of a Change of Control Offer on the Change of Control Payment Date, in each case, pursuant to Article 33 hereof) and premium, if any, and accrued interest and Additional Interest, if any, on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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-twenty five percent (25%) in aggregate principal amount of the Notes 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 ninety (6090) 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 6.076.07 hereof; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 33 hereof) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.. 33 DM_US 172750087-7.111690.0021

Proceedings by Noteholders. (a) No Holder of any Note 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 Notes, unless (a) such Holder previously shall have given to the Trustee written notice of an Event of Default default with respect to such Note and of the continuance thereof, as hereinbefore hereinabove provided, (b) and unless also the Holders of at least twenty-five percent (25%) not less than a majority in aggregate principal amount of the Notes 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, 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 the Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes 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 Notes, 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 Notes Notes. (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. b) Notwithstanding any other provision of in this Indenture and any provision of any NoteIndenture, however, the right rights of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, any premium and accrued interest on such Note, on or after the respective due dates expressed in such Note or (or, in the event case of redemption, on the Redemption Date), or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Section 8.08.

Proceedings by Noteholders. No Holder holder of any Note -------------------------- 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, 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 Notes, 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 hereinabove provided, (b) and unless the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made written request upon of 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 to institute any such action, suit or proceeding and (d) no direction inconsistent with such written request shall have has been given to the Trustee pursuant to Section 6.077.07 during such 60-day period by the holders of a majority in aggregate principal amount of the Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equity. Notwithstanding Subject to the provisions of Article Ten, but notwithstanding any other provision of provisions in this Indenture and any provision Indenture, the rights of any Note, the right of any Holder holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionNote, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor to convert Notes in accordance with this Indenture shall not be impaired or affected without the consent of such Holderholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.09; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Noteholders), 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.06, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if anyany (including the Fundamental Change Repurchase Price upon repurchase pursuant to Section 16.02), and accrued and unpaid interest and any accrued and unpaid Extension Fee or Additional Interest, on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the Holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Change of Control Purchase Price upon redemption purchase pursuant to Article 3Section 4.16) and premium, if anyof, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder of any Note 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 NotesNotes or a default in delivery, upon exchange, of cash, shares of Common Stock or a combination thereof, 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 Notes 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 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 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase and to receive delivery, upon any exchange, of cash, shares of Common Stock or a combination thereof, if applicable, on the respective due dates thereof, or to institute suit for the enforcement of any such payment or delivery on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 in Article 13.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such sixty-day period pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Noteholders), 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of and premium, if any (including the Redemption Price upon redemption pursuant to Article 3) , the Repurchase Price upon repurchase pursuant to Section 15.01 and premiumthe Fundamental Change Repurchase Price upon repurchase pursuant to Section 15.04), and accrued and unpaid interest and accrued and unpaid Additional Interest, if any, and accrued interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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 IndentureIndenture or the Notes, or for the appointment of a receiver, trustee, liquidator, custodian or other similar official, or for any other remedy hereunderhereunder or the Notes, except in the case of a default in the payment of principal, premium, if any, principal or interest Interest on the Notes, 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 Notes 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 indemnity or security or indemnity as it may require against is satisfactory to the costs, liabilities or expenses to be incurred therein or therebyTrustee, (c) the Trustee for sixty (60) 60 calendar days after its receipt of such notice, request and offer of indemnitysuch indemnity and security, 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price repurchase price upon redemption repurchase pursuant to Article 3) and premium, if any, and accrued interest Interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionrepurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 Noteholders. No Holder holder of any Note of a series shall have any right by virtue of or by reference to availing itself 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 Notes, unless (a) such Holder holder previously shall have given to the Trustee written notice of an Event of Default with respect to such series of Notes and of the continuance thereofthereof with respect to such series of Notes specifying such Event of Default, as hereinbefore provided, (b) the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the such series of Notes then outstanding Outstanding shall have made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee hereunder and hereunder, (c) such holder or holders 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, (cd) 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 proceeding, and (d) e), no direction inconsistent with such written request shall have has been given to the Trustee pursuant to Section 6.07during such 60-day period by the Holders of a majority in aggregate principal amount of such series of Notes; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note of such series with every other taker and Holder holder and the Trustee, that no one or more Holders holders of Notes of such 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 NotesNotes of such 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 such series of Notes. Notwithstanding any other provisions in this Indenture, however, the right of any holder of any Note to receive payment of the principal of, premium, if any, and interest on such Note, 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 Note hereunder it is expressly understood, intended and covenanted by the taker and holder of every Note with every other such taker and holder and the Trustee, that no one or more holders of Notes (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 Notes, 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 Notes. For the protection and enforcement of the provisions of this Section 6.04Section, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest on such Note, on or after the respective due dates expressed in such Note 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 Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder of any Note 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 Notes, 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 Notes 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 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 6.07by Holders of a majority in aggregate principal amount of Notes then outstanding; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note 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 Note, on or after the respective due dates expressed in such Note or in the event of redemptionredemption or repurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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 in Article 13.

Proceedings by Noteholders. No Holder holder of any Note Notes 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 Indenture for the appointment of a receiver, trustee, liquidator, custodian receiver or other trustee or 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 Notes, unless (a) such 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 the Holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made written request upon to 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, 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 of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes shall have any right in any manner whatever by virtue of or by reference to availing of any provision of this Indenture or of the Notes to affect, disturb or prejudice the rights of any other Holder of Notes, or to obtain or seek to obtain priority over or preference as to any other such Holder, or to enforce any right under this IndentureIndenture or the Notes, except in the manner herein provided and for the equal, ratable and common benefit of all Holders of Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder and the Trustee shall be entitled to such relief as can be given either at law or in equityNotes. Notwithstanding any other provision of provisions in this Indenture and any provision of any NoteIndenture, however, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and of, premium, if any, and accrued interest and Liquidated Damages, if any, on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionmaturity thereof, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder.

Proceedings by Noteholders. No Holder holder of any Note 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 Notes, 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 Notes then outstanding shall have made written request upon to 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 costsany loss, liabilities liability or expenses expense 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 that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding pursuant to Section 6.077.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, that no one or more Holders of Notes Noteholders shall have any right in any manner whatever whatsoever 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.047.04, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3) and premium, if any, and accrued interest and unpaid interest, including Additional Amounts and Additional Interest, if any, on such Note, on or after the respective due dates expressed in such Note or in the event notice of redemption, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder holder of any Note 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 Notes, 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 providedprovided in Section 7.01, (b) and unless also the Holders holders of at least twenty-five percent (not less than 25%) % in aggregate principal amount of the Notes then outstanding shall have made a written request upon to 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 reasonably satisfactory to it may require against the costsany loss, liabilities liability or expenses expense 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, shall have neglected or refused to institute any such action, suit or proceeding and (d) no direction that, in the opinion of the Trustee, is inconsistent with such written request shall have been given to the Trustee by the holders of a majority in principal amount of the Notes outstanding within such 60-day period pursuant to Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder holder of every Note with every other taker and Holder holder and the Trustee, Trustee that no one or more Holders of Notes Noteholders 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 NotesNoteholder, 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 Notes Noteholders (except as otherwise provided herein). For the protection and enforcement of this Section 6.046.05, each and every Noteholder 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 Note, the right of any Holder of any Note Noteholder to receive payment of the principal of (including the Redemption Price upon redemption pursuant to Article 3and the Fundamental Change Purchase Price) and premium, if anyof, and accrued and unpaid interest on such Note, on or after the respective due dates expressed or provided for in such Note or in the event of redemptionthis Indenture, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor Company shall not be impaired or affected without the consent of such HolderNoteholder. Anything in this Indenture or the Notes to the contrary notwithstanding, the holder of any Note, without the consent of either the Trustee or the holder of any other Note, 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 Noteholders. No Holder of any Note 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, principal or interest Interest on the Notes, 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 Notes 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 is satisfactory to it may require against the costs, liabilities or expenses to be incurred therein or thereby, (c) the Trustee for sixty (60) 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 by Holders of a majority in aggregate principal amount of Notes then outstanding in accordance with Section 6.07; it being understood and intended, and being expressly covenanted by the taker and Holder of every Note with every other taker and Holder and the Trustee, that no one or more Holders of Notes 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 Notes, 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 Notes (except as otherwise provided herein). For the protection and enforcement of this Section 6.04, each and every Noteholder 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 Note, the right of any Holder of any Note to receive payment of the principal of (including the Redemption Price repurchase price upon redemption repurchase pursuant to Article 3) and premium, if any, and accrued interest Interest on such Note, on or after the respective due dates expressed in such Note or in the event of redemptionrepurchase, or to institute suit for the enforcement of any such payment on or after such respective dates against the Issuer or the Guarantor shall not be impaired or affected without the consent of such Holder. Anything contained in this Indenture or the Notes to the contrary notwithstanding, the Holder of any Note, without the consent of either the Trustee or the Holder of any other Note, 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.