Common use of Provisions Solely to Define Relative Rights Clause in Contracts

Provisions Solely to Define Relative Rights. The provisions of this Article XIII are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.2, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.3. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series by reason of any provision of this Article XIII shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Sixteen are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII Sixteen or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, on and Additional Amounts, if any, in respect of the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Sixteen of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.21602, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.31603, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.31603. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, onon or Additional Amounts, if any, or sinking funds, if any, in respect of any Securities of any series by reason of any provision of this Article XIII Sixteen shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII 10 or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 10 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.02, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c). The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 10 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII XI are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture Agreement or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders 103 -96- of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this IndentureAgreement, subject to the rights, if any, under this Article XIII XI of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII XI shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII subsection (e) are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Debentures on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII subsection or elsewhere in this Indenture Debenture or in the Securities Debentures is intended to or shall (aA) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesDebentures, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Debentures the principal of, premium, if any, Principal of and interest, if any, interest on the Securities Debentures as and when the same shall become due and payable in accordance with their terms; , or (bB) affect the relative rights against the Company of the Holders of the Securities Debentures and creditors of the Company other than the holders of Senior Indebtedness; Indebtedness or (cC) prevent the Trustee or the Holder of any Security Debenture from exercising all remedies otherwise permitted by applicable law upon a Default default or an Event event of Default default under this IndentureDebenture, subject to the rights, if any, under this Article XIII subsection (e) of the holders of Senior Indebtedness (1) in any case, insolvency or bankruptcy case or proceeding, dissolutionor any receivership, liquidation liquidation, arrangement, reorganization or other winding similar case or proceeding in connection therewith, or any liquidation, dissolution or other winding-up, or any assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.2clause (ii) hereof, to receive, pursuant to and in accordance with such Sectionclause, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.3, clause (iii) to prevent any payment prohibited by such Section clause or enforce their rights pursuant to Section 13.3clause (iii)(c) hereof. The failure to make a payment on account of principal of, of or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Debentures by reason of any provision of this Article XIII subsection (e) shall not be construed as preventing the occurrence of a Default default or an Event event of Default with respect of the Securities of such seriesdefault hereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Fourteen are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII Fourteen or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation obligations of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee for the Securities of such series or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Fourteen of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.21402, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the such Trustee or such Holder, or (2) under the conditions specified in Section 13.31403, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.31403. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series by reason of any provision of this Article XIII Fourteen shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Indebtedness under the Senior Indebtedness Credit Facility on the other hand. Nothing contained in this Article XIII 11 or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Companyany Issuer, its creditors other than holders of Indebtedness under the Senior Indebtedness Credit Facility and the Holders of the SecuritiesHolders, the obligation of the CompanyIssuers, which is absolute and unconditional, to pay to the Holders of the Securities the principal Accreted Value of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Issuers of the Holders of the Securities and creditors of the Company Issuers other than the holders of Indebtedness under the Senior IndebtednessCredit Facility; or (c) prevent the Trustee or the any Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Indebtedness under the Senior Indebtedness (1) Credit Facility in any bankruptcy, reorganization, arrangement, insolvency or liquidation case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.211.01 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.3. The failure to make a payment on account of principal the Accreted Value of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 7 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 7 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.27.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.37.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.37.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 7 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Eleven are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Eleven of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII Eleven shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than 109 holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; , or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; Indebtedness or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, insolvency or bankruptcy case or proceeding, dissolutionor any receivership, liquidation liquidation, arrangement, reorganization or other winding similar case or proceeding in connection therewith, or any liquidation, dissolution or other winding-up, or any assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness Debt on the other hand. Nothing contained in this Article XIII 11 or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness Debt and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal or Accreted Value of, as the case may be, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior IndebtednessDebt; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness Debt (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property Property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal or Accreted Value of, or as the case may be, premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII X are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness and Guarantor Senior Indebtedness, as the case may be, on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities and the Guarantees is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and Guarantor Senior Indebtedness, as the case may be, and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness and Guarantor Senior Indebtedness; , as the case may be, or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness and Guarantor Senior Indebtedness, as the case may be, (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII X shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness Debt on the other hand. Nothing contained in this Article XIII 11 or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness Debt and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior IndebtednessDebt; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness Debt (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property Property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the CompanyIssuers, its their creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the CompanyIssuers, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Issuers of the Holders of the Securities Notes and creditors of the Company Issuers other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company Issuers referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 10 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holderholder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 15 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities of any series (or any Coupons appertaining thereto) on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII 15 or elsewhere in this the Indenture or in the Securities of such series (or any Coupons appertaining thereto) is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesSecurities of such series (or any Coupons appertaining thereto), the obligation of the Company, which is absolute and unconditionalunconditional (and which, subject to the rights under this Article 15 of the holders of Senior Indebtedness, is intended to rank equally with all other general obligations of the Company), to pay to the Holders of the Securities of such series (or any Coupons appertaining thereto) the principal of, of (and premium, if any) and interest on, and interest, if any, on the Securities of such series (or any Coupons appertaining thereto) as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities of such series (or any Coupons appertaining thereto) and creditors of the Company Company, as the case may be, other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Securities of such series (or any Coupons appertaining thereto) from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default default under this Indenture, subject to the rights, if any, under this Article XIII 15 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.2, to receive, pursuant to and in accordance with such Section, receive cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.3. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series by reason of any provision of this Article XIII shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of 104 -96- creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the CompanyIssuers, its their creditors other than holders of Senior Indebtedness and the 114 -106- Holders of the SecuritiesNotes, the obligation of the CompanyIssuers, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Issuers of the Holders of the Securities Notes and creditors of the Company Issuers other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company Issuers referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII X are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness Indebtedness, (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII X shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Twelve are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII Twelve or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Twelve of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.212.02, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.312.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.312.03(c). The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII Twelve shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Eleven are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Eleven of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to -118- receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII Eleven shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; , or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; Indebtedness or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, insolvency or bankruptcy case or proceeding, dissolutionor any receivership, liquidation liquidation, arrangement, reorganization or other winding similar case or proceeding 103 in connection therewith, or any liquidation, dissolution or other winding-up, or any assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII 11 or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Fifteen are and are intended solely for the purpose of defining the relative rights of the Holders of the Guaranteed Securities on the one hand and the holders of Guarantor Senior Indebtedness on the other hand. Nothing contained in this Article XIII Fifteen or elsewhere in this Indenture or in the Guaranteed Securities or Guarantee is intended to or shall (a) impair, as among the CompanyGuarantor, its creditors other than holders of Guarantor Senior Indebtedness and the Holders of the Guarantor Securities, the obligation of the CompanyGuarantor, which is absolute and unconditional, to pay guarantee the payment to the Holders of the Guaranteed Securities of the principal of, premium, if any, and interest, if any, on the Guaranteed Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights of the Holders of the Guaranteed Securities and creditors of the Company Guarantor other than the holders of Guarantor Senior Indebtedness; or (c) prevent the Trustee for the Guaranteed Securities of such series or the Holder of any Guaranteed Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Fifteen of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company Guarantor, referred to in Section 13.21502, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the such Trustee or such Holder, or (2) under the conditions specified in Section 13.31503, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.31503. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Guaranteed Securities pursuant to the Guarantee of any series by reason of any provision of this Article XIII Fifteen shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Guaranteed Securities of such series.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the CompanyIssuers, its their creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the CompanyIssuers, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Issuers of the Holders of the Securities Notes and creditors of the Company Issuers other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of 128 -119- creditors or other marshalling marshaling of assets and liabilities of the Company Issuers referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the CompanyIssuers, its their creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the CompanyIssuers, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Issuers of the Holders of the Securities Notes and creditors of the Company Issuers other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company Issuers referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. 103 -95- The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Twelve are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII Twelve or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Twelve of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.212.02, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.312.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.312.03(c). The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII Twelve shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.hereunder. 127

Provisions Solely to Define Relative Rights. The provisions of this Article XIII Eleven are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII Eleven or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII Eleven of the holders of 123 Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.211.02, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c). The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series Senior Subordinated Note Obligations by reason of any provision of this Article XIII Eleven shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness Debt on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness Debt and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; , or (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior Indebtedness; Debt or (c) prevent the Trustee or the Holder of any Security from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness Debt (1) in any case, insolvency or bankruptcy case or proceeding, dissolutionor any receivership, liquidation liquidation, arrangement, reorganization or other winding similar case or proceeding in connection therewith, or any liquidation, dissolution or other winding-up, or any assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.210.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such SectionSection , cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such series.hereunder. 105 -98-

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights against the Company of the Holders of the Securities Notes and creditors of the 97 -90- Company other than the holders of Senior Indebtedness; or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.02 hereof, to receive, pursuant to and in accordance with such SectionSection , cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 10 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Indebtedness Debt on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness Debt and the Holders of the Securities, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities the principal of, premium, if any, and interest, if any, interest on the Securities as and when the same shall become due and payable in accordance with their terms; or (b) affect the relative rights 83 -76- against the Company of the Holders of the Securities and creditors of the Company other than the holders of Senior IndebtednessDebt; or (c) prevent the Trustee or the Holder of any Security from exercising all rights and remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII of the holders of Senior Indebtedness Debt (1) in any case, proceeding, dissolution, liquidation or other winding winding-up, assignment for the benefit of creditors or other marshalling of assets and liabilities of the Company referred to in Section 13.210.02 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.310.03, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.310.03(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any interest on the Securities of any series by reason of any provision of this Article XIII 10 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.

Provisions Solely to Define Relative Rights. The provisions of this Article XIII 11 are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities Notes on the one hand and the holders of Senior Indebtedness on the other hand. Nothing contained in this Article XIII or elsewhere in this Indenture or in the Securities Notes is intended to or shall (a) impair, as among the Company, its creditors other than holders of Senior Indebtedness and the Holders of the SecuritiesNotes, the obligation of the Company, which is absolute and unconditional, to pay to the Holders of the Securities Notes the principal of, premium, if any, and interest, if any, interest on the Securities Notes as and when the same shall become due and payable in accordance with their terms; , or (b) affect the relative rights against the Company of the Holders of the Securities Notes 103 and creditors of the Company other than the holders of Senior Indebtedness; Indebtedness or (c) prevent the Trustee or the Holder of any Security Note from exercising all remedies otherwise permitted by applicable law upon a Default or an Event of Default under this Indenture, subject to the rights, if any, under this Article XIII 11 of the holders of Senior Indebtedness (1) in any case, insolvency or bankruptcy case or proceeding, dissolutionor any receivership, liquidation liquidation, arrangement, reorganization or other winding similar case or proceeding in connection therewith, or any liquidation, dissolution or other winding-up, or any assignment for the benefit of creditors or other marshalling marshaling of assets and liabilities of the Company referred to in Section 13.211.2 hereof, to receive, pursuant to and in accordance with such Section, cash, property and securities otherwise payable or deliverable to the Trustee or such Holder, or (2) under the conditions specified in Section 13.311.3, to prevent any payment prohibited by such Section or enforce their rights pursuant to Section 13.311.3(c) hereof. The failure to make a payment on account of principal of, or premium, if any, or interest, if any, on, or sinking funds, if any, in respect of any Securities of any series interest on the Notes by reason of any provision of this Article XIII 11 shall not be construed as preventing the occurrence of a Default or an Event of Default with respect of the Securities of such serieshereunder.