Common use of Rescission of Acceleration Clause in Contracts

Rescission of Acceleration. The provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereof with respect to such series of the Notes, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that no such rescission and annulment shall extend to or affect any subsequent Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereof.

Rescission of Acceleration. (a) The provisions of SECTION 6.3 10.02 are subject to the condition that if the principal Principal of and accrued interest on all or any outstanding the Bridge Notes have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.110.01, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding Required Lenders may, by written instrument filed with the CompanyBorrower, rescind and annul such declaration and the consequences thereof with respect to such series of the Notesthereof, provided that at the time such declaration is annulled and rescinded: (ai) no judgment or decree has been entered for the payment of any monies due pursuant to the Bridge Notes of such series or this Agreement; (bii) all arrears of interest and Principal upon all the Bridge Notes of such series and all other sums payable under the Bridge Notes of such series and under this Agreement (except any principal, principal and interest or premium on the Bridge Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3the rescinded or annulled declaration) shall have been duly paid, unless the same specifically has been waived in writing by the Required Lenders; and (ciii) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1waived; and provided further, PROVIDED FURTHER that no such rescission and annulment shall extend to or affect any subsequent Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the . (b) The provisions of SECTION 6.3 10.02 are subject to the condition that that, if the principal Principal of and accrued interest on any outstanding Note of any series the Bridge Notes have been declared by the holder thereof to be immediately due and payable SOLELY by reason of the occurrence of any an Event of Default described in paragraph (aSECTION 10.01(e)(iii), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration acceleration and the consequences thereofthereof shall be automatically rescinded and annulled if the holders of the Senior Indebtedness shall have also annulled and rescinded their acceleration of the Senior Indebtedness.

Rescission of Acceleration. The provisions Notwithstanding anything contained in paragraph (a) above, if at any time within 60 days after: (i) an acceleration of SECTION 6.3 are subject the Revolving Loans pursuant to clause (ii) of such paragraph Company shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the condition that if extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on all or any outstanding Notes have been declared immediately the Loans, in each case which is due and payable solely by reason virtue of acceleration) shall be remedied or waived pursuant to Section 9.6, then Administrative Agent shall, upon the written request of 100% of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding mayRevolving Lenders, by written instrument filed with the notice to Company, rescind and annul such declaration acceleration and the consequences thereof with respect to its consequences; but such series of the Notes, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of action shall not affect any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and subsequent Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that no such rescission and annulment shall extend to or affect any subsequent Default or Potential Event of Default or impair any right consequent thereto thereon (including the right of Administrative Agent to, upon the written request or affect with the written consent of Requisite Lenders, accelerate the Loans pursuant to clause (a)(iii) of this ARTICLE VII upon the occurrence of an Event of Default pursuant to the proviso in Section 7.3(a)). The provisions of this paragraph are not intended, directly or indirectly, to benefit Company, and such provisions shall not at any manner whatsoever time be construed so as to grant Company the right to require Revolving Lenders to rescind or annul any recission acceleration hereunder or annulment pertaining to preclude Administrative Agent or Revolving Lenders from exercising any other series of the Notes rights or impair remedies available to them under any right consequent thereto. Without limiting of the foregoingLoan Documents, even if the provisions conditions set forth in this paragraph are met; and (ii) an acceleration of SECTION 6.3 are subject the Loans pursuant to clause (iii) of such paragraph Company shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the condition that if extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately Loans, in each case which is due and payable solely by reason virtue of acceleration) shall be remedied or waived pursuant to Section 9.6, then Administrative Agent shall, upon the occurrence written request of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder mayRequisite Lenders, by written instrument filed with the notice to Company, rescind and annul such declaration acceleration and its consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right consequent thereon. The provisions of this paragraph are intended merely to bind Lenders to a decision which may be made at the consequences thereofelection of Requisite Lenders and are not intended, directly or indirectly, to benefit Company, and such provisions shall not at any time be construed so as to grant Company the right to require Lenders to rescind or annul any acceleration hereunder or to preclude Administrative Agent or Lenders from exercising any of the rights or remedies available to them under any of the Loan Documents, even if the conditions set forth in this paragraph are met.

Rescission of Acceleration. The provisions of SECTION Section 6.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION Section 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereof with respect to such series of the Notes, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION Section 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION Section 7.1; and provided further, that no such rescission and annulment shall extend to or affect any subsequent Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION Section 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION Section 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereof.

Rescission of Acceleration. The provisions At any time after any or all of SECTION 6.3 are subject to the condition that if the principal Shelf Notes of and accrued interest on all or any outstanding Notes Series shall have been declared immediately due and payable by reason pursuant to paragraph 7A, the Required Holder(s) of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Shelf Notes of any series then outstanding such Series may, by written instrument filed with notice in writing to the CompanyCo-Issuers, rescind and annul such declaration and its consequences if (i) the consequences thereof Co-Issuers shall have paid all overdue interest on the Shelf Notes of such Series, the principal of and Yield-Maintenance Amount or Breakage Cost Obligation, if any, or other prepayment compensation (as specified in any Confirmation of Acceptance relating to any Series of Floating Rate Shelf Notes), payable with respect to any Shelf Notes of such series Series which have become due otherwise than by reason of the such declaration, and interest on such overdue interest and overdue principal and Yield-Maintenance Amount or Breakage Cost Obligation, if any, or other prepayment compensation (as specified in any Confirmation of Acceptance relating to any Series of Floating Rate Shelf Notes), provided that at the time rate specified in the Shelf Notes of such declaration is annulled Series, (ii) the Co-Issuers shall not have paid any amounts which have become due solely by reason of such declaration, (iii) all Events of Default and rescinded: Defaults, other than non-payment of amounts which have become due solely by reason of such declaration, shall have been cured or waived pursuant to paragraph 13C, and (aiv) no judgment or decree has shall have been entered for the payment of any monies amounts due pursuant to the Shelf Notes of such series Series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that no . No such rescission and or annulment shall extend to or affect any subsequent Event of Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofarising therefrom.

Rescission of Acceleration. The provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs If (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate outstanding principal amount of the Mortgage Notes shall have become immediately due and payable, (b) no judgment or decree for any amounts so becoming due and payable shall have been entered, (c) all amounts of principal, premium, if any, and interest which shall have become due and payable in respect of all of the Mortgage Notes otherwise than pursuant to any acceleration shall have been paid in full, including interest on all overdue principal, premium, if any, and (to the extent permitted by applicable law) interest at the applicable rate or rates provided for in the Mortgage Notes, (d) the Mortgage Noteholders shall have been paid an amount sufficient to cover all costs and expenses of collection incurred by or on behalf of the Mortgage Noteholders (including, without limitation, reasonable counsel fees and expenses), (e) all other Obligations then due and owing shall have been paid in full, and (f) every other Event of Default shall have been remedied or waived to the satisfaction of the Mortgage Noteholders, then the Mortgage Noteholders may, with the written consent of the holders of 66 2/3% of the aggregate outstanding Notes principal amount of any series then outstanding maythe Mortgage Notes, by written instrument filed with notice or notices to the Company, rescind and annul such declaration and the consequences thereof with respect to such series any acceleration of the NotesMortgage Notes and its consequences, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that but no such rescission and annulment shall extend to or affect any subsequent Default or Event of Default or impair any right consequent thereto thereon, or affect in shall require any manner whatsoever Mortgage Noteholder to repay any recission interest, principal or annulment pertaining to any other series premium actually paid as a result of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofacceleration.

Rescission of Acceleration. The provisions At any time after any or all of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes shall have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1pursuant to paragraph 7A, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding Required Holder(s) may, by written instrument filed with notice in writing to the CompanyPartnership and the REIT, rescind and annul such declaration and its consequences if (i) the consequences thereof Partnership or the REIT shall have paid all overdue interest on the Notes, the principal of and the Prepayment Premium, if any, payable with respect to any Notes which have become due otherwise than by reason of such series of declaration, and interest on such overdue interest and overdue principal and the Prepayment Premium at the rate specified in the Notes, provided that at (ii) the time Partnership or the REIT shall not have paid any amounts which have become due solely by reason of such declaration is annulled declaration, (iii) all Defaults and rescinded: Events of Default other than non-payment of amounts which have become due solely by reason of such declaration, shall have been cured or waived pursuant to paragraph 11C, and (aiv) no judgment or decree has shall have been entered for the payment of any monies amounts due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that no . No such rescission and or annulment shall extend to or affect any subsequent Default or Event of Default Default, or impair any right consequent thereto arising therefrom. 7C. Notice of Acceleration or affect in Rescission. Whenever any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been shall be declared by the holder thereof to be immediately due and payable by reason of the occurrence of pursuant to paragraph 7A or any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration shall be rescinded and annulled pursuant to paragraph 7B, the consequences thereofPartnership shall forthwith give written notice thereof to the holder of each Note at the time outstanding.

Rescission of Acceleration. The provisions At any time after any or all of SECTION 6.3 are subject to the condition that if Term Notes of any Series or of the principal of and accrued interest on all or any outstanding Revolving Notes (as the case may be) shall have been declared immediately due and payable by reason pursuant to paragraph 7A, the Required Holder(s) of the occurrence Term Notes of any Event of Default described in paragraphs (a) through (i), inclusive, such Series or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Revolving Notes of any series then outstanding (as the case may be) may, by written instrument filed with notice in writing to the Company, rescind and annul such declaration and its consequences if (i) the consequences thereof Company shall have paid all overdue interest and non-usage fees, if any, on the Term Notes of such Series or of the Revolving Notes (as the case may be), the principal of and Yield-Maintenance Amount, if any, payable with respect to any Term Notes of such series Series or of the NotesRevolving Notes (as the case may be) which have become due otherwise than by reason of such declaration, provided that and interest on such overdue interest, non-usage fee and overdue principal and Yield-Maintenance Amount at the time rate specified in the Term Notes of such declaration is annulled Series or of the Revolving Notes (as the case may be), (ii) the Company shall not have paid any amounts which have become due solely by reason of such declaration, (iii) all Events of Default and rescinded: Defaults, other than non-payment of amounts which have become due solely by reason of such declaration, shall have been cured or waived pursuant to paragraph 11C, (aiv) no judgment or decree has shall have been entered for the payment of any monies amounts due pursuant to the Term Notes of such series Series, the Revolving Notes or this Agreement; , and (bv) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) no action shall have been duly paid; and taken by the Collateral Agent to foreclose upon the Mortgaged Property (cas defined in the Mortgage) each and every or to exercise any other Default and Event of Default shall have been made good, cured or waived rights with respect to the Mortgaged Property pursuant to SECTION 7.1; and provided further, that no the Mortgage. No such rescission and or annulment shall extend to or affect any subsequent Event of Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofarising therefrom.

Rescission of Acceleration. The provisions At any time after a declaration of SECTION 6.3 are subject acceleration of maturity with respect to Securities of any series has been made as provided in Section 7.2, or after the condition that if the principal maturity of and accrued interest on all or Securities of any outstanding Notes series shall have been declared immediately accelerated and the same shall have become due and payable by reason as provided in Section 7.3, and before a judgment or decree for payment of the occurrence money due has been obtained by the Trustee for the Securities of any Event of Default described such series as hereinafter in paragraphs (a) through (i), inclusive, or paragraphs (m) or (n), of SECTION 6.1this Article provided, the holders Holders of 55% or more a majority in aggregate principal amount of the outstanding Notes Outstanding Securities of any series then outstanding maysuch series, by written instrument filed with notice to the CompanyCompany and such Trustee, may rescind and annul such declaration and its consequences, and may rescind and annul the consequences thereof with respect to such series acceleration of the Notes, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment maturity of any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes Securities of such series which has have become due and payable solely by reason as provided in Section 7.3 and its consequences, if (1) the Company has paid or deposited with the Trustee for the Securities of such declaration under SECTION 6.3series a sum sufficient to pay (A) shall all overdue interest on all Securities of that series, (B) the principal of (and premium, if any, on) any Securities of such series which have been duly paidbecome due otherwise than by such acceleration of maturity and interest thereon at the rate or rates prescribed therefor in such Securities, (C) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or rates prescribed therefor in such Securities, and (D) all sums paid or advanced by such Trustee hereunder and the reasonable compensation, expenses, disbursements and advances of such Trustee, its agents and counsel; and (c2) each all Events of Acceleration and every other Default and Event Events of Default shall with respect to Securities of that series, other than the nonpayment of the principal of Securities of such series which have become due solely by such declaration of acceleration or as provided in Section 7.3, have been made good, cured or waived pursuant to SECTION 7.1; and as provided further, that no in Section 7.15. No such rescission and annulment shall extend to or affect any subsequent Default or Event of Default default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofthereon.

Rescission of Acceleration. The provisions of SECTION 6.3 the foregoing Section 2.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Subordinated Term Loan D Notes have been declared immediately due and payable by reason of the occurrence of any Subordinated Term D Event of Default described in paragraphs (a) through (ij), inclusive, or paragraphs (m) or through (np), inclusive, of SECTION 6.1Section 2.1, the holders of 55Holders holding 67% or more in aggregate principal amount of the outstanding Subordinated Term Loan D Notes of any series then outstanding may, by written instrument filed with the CompanyParent, rescind and annul such declaration and the consequences thereof with respect to such series of the Notesthereof, provided that at the time such declaration is annulled and rescinded: (ai) no judgment or decree has been entered for the payment of any monies due pursuant to the Subordinated Term Loan D Notes of such series or this AgreementAgreement (insofar as it relates to the Holders or the Subordinated Term Loan D Notes); (bii) all arrears of interest upon all the Subordinated Term Loan D Notes of such series and all other sums payable under the Subordinated Term Loan D Notes of such series and (insofar as it relates to the Holders or the Subordinated Term Loan D Notes) under this Agreement (except any principal, principal or interest or premium on the Subordinated Term Loan D Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3Section 2.3) shall have been duly paid; and (ciii) each and every other Subordinated Term Loan D Default and Subordinated Term Loan D Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1Section 12.02; and provided further, that no such rescission and annulment shall extend to or affect any subsequent Subordinated Term Loan D Default or Subordinated Term Loan D Event of Default or impair any right consequent thereto thereto. ANNEX 3 SUBORDINATION OF SUBORDINATED INDEBTEDNESS LIABILITIES The Subordinated Indebtedness Liabilities shall be subordinate and junior in right of payment, to the extent and in the manner hereinafter set forth, to all Senior Indebtedness Liabilities, whether now outstanding or affect hereafter incurred: (a) In the event of any insolvency or bankruptcy proceedings, and any receivership, liquidation, reorganization, arrangement or other similar proceedings in connection therewith, relative to the Parent or to its creditors, as such, or to its property, and in the event of any proceedings, for voluntary liquidation, dissolution or other winding-up of the Parent, whether or not involving insolvency or bankruptcy, then the holders of Senior Indebtedness Liabilities shall be entitled to receive from the Parent irrevocable payment in full of all Senior Indebtedness Liabilities owed thereby in cash or other property acceptable to the holders of the Senior Indebtedness Liabilities (or to have such payment duly provided for in a manner satisfactory to the holders of said Senior Indebtedness Liabilities) before the holders of the Subordinated Indebtedness Liabilities are entitled to receive any payment from the Parent in respect of the Subordinated Indebtedness Liabilities owed thereby, and to that end the holders of Senior Indebtedness Liabilities shall be entitled to receive for application in payment thereof any payment or distribution of any kind or character, whether in cash or property or Securities, which may be payable or deliverable in any manner whatsoever any recission or annulment pertaining to any other series such proceedings in respect of the Notes or impair Subordinated Indebtedness Liabilities, excepting only Securities which are in all respects subordinate and junior in right of payment to the payment in full of all Senior Indebtedness Liabilities then due and owing upon terms substantially similar to those contained in this Agreement and (unless different maturities and repayment terms are provided for in a plan approved in a reorganization proceeding) having maturities and terms of repayment similar to those applicable to the Subordinated Term Loan D Notes. (b) Upon the happening of any right consequent thereto. Without limiting the foregoingSenior Indebtedness Payment Default, the provisions holders of SECTION 6.3 are subject the Subordinated Indebtedness Liabilities shall not be entitled to receive any payment on account thereof during the period beginning on the date such Senior Indebtedness Payment Default shall occur and ending upon the earlier of (1) the date such Senior Indebtedness Payment Default has been waived in writing by the holders of the related Senior Indebtedness Liabilities, (2) the date on which notice that such Senior Indebtedness Payment Default shall have ceased to exist is given by the holders of the related Senior Indebtedness Liabilities or the Administrative Agent to the condition Parent and the holders of the Subordinated Indebtedness Liabilities, and (3) the date on which such Senior Indebtedness Payment Default has been cured or shall have ceased to exist, provided that if blockage periods under this paragraph (b) shall not be in effect for more than 179 days unless all of the principal of and accrued interest on any outstanding Note of any series related Senior Indebtedness Liabilities shall have been declared by the holder thereof to be immediately due and payable by reason as the result of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofSenior Indebtedness Payment Default.

Rescission of Acceleration. The provisions At any time after any or all of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes shall have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs (a) through (ipursuant to paragraph 9A(c), inclusive, or paragraphs (mthe Required Holder(s) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding may, by written instrument filed with notice in writing to the Company, rescind and annul such declaration and its consequences if (i) the consequences thereof Company shall have paid all overdue interest on the Notes, the principal of and Yield-Maintenance Amount, if any, payable with respect to any Notes which have become due otherwise than by reason of such series of declaration, and interest on such overdue interest and overdue principal and Yield-Maintenance Amount at the rate specified in the Notes, provided that at (ii) the time Company shall not have paid any amounts which have become due solely by reason of such declaration is annulled declaration, (iii) all Events of Default and rescinded: Defaults, other than non-payment of amounts which have become due solely by reason of such declaration, shall have been cured or waived pursuant to paragraph 14C, and (aiv) no judgment or decree has shall have been entered for the payment of any monies amounts due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paid; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; and provided further, that no . No such rescission and or annulment shall extend to or affect any subsequent Event of Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series arising therefrom. In the event of a declaration of acceleration of the Notes because an Event of Default has occurred and is continuing solely as a result of the default in the payment, or impair the acceleration, of any right consequent thereto. Without limiting the foregoingDebt described in clause (iii) of paragraph 9A, the provisions declaration of SECTION 6.3 are subject to acceleration of the condition that Notes shall be automatically annulled if the principal holders of and accrued interest on any outstanding Note such Debt have waived the payment default, or, as applicable, rescinded the declaration of any series have been declared by the holder thereof to be immediately due and payable by reason acceleration, in respect of such Debt within thirty (30) days of the occurrence of any Event of Default described in paragraph (a)such payment default or such acceleration, (b) or (c) of SECTION 6.1, such holder may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereofas applicable.

Rescission of Acceleration. The provisions (i) Upon the delivery of SECTION 6.3 are subject a Borrower Cessation Notice to the condition Administrative Agent, (x) the Requisite Lenders giving such Borrower Cessation Notice (in the case of a Borrower Cessation Notice that if relates to a Borrower Payment Event of Default) or (y) the principal Majority Lenders (in the case of and accrued interest on all or any outstanding Notes have been declared immediately due and payable by reason of the occurrence of any a Borrower Cessation Notice that relates to a Borrower Event of Default described other than a Borrower Payment Event of Default or an MPA Event of Default referred to in paragraphs (aSection 9.01(j) through (iof the MPA), inclusiveas the case may be, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding may, by written instrument filed with the Companyin its or their discretion, rescind and annul any termination or cancellation of any commitment or any acceleration (made during the Continuance of such declaration Borrower Event of Default) of principal of Senior Loans, as the case may be, in which case the outstanding Commitments shall be reinstated and the consequences principal amount of Senior Loans outstanding immediately prior to the delivery of such Borrower Cessation Notice shall be payable in installments on the dates scheduled for repayment thereof with respect immediately prior to such series of the Notes, provided that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Notes of such series or this Agreement; (b) all arrears of interest upon all the Notes of such series and all other sums payable under the Notes of such series and under this Agreement (except any principal, interest or premium on the Notes of such series which has become due and payable solely by reason of such declaration under SECTION 6.3) shall have been duly paidacceleration; and (cii) each Upon the delivery of a Borrower Cessation Notice with respect to cessation of an Event of Political Force Majeure the occurrence and every other Default and continuance of which formed the sole basis for a declaration of an MPA Event of Default referred to in Section 9.01(j) of the MPA, if no other Borrower Event of Default is Continuing, then each Senior Lender shall have been rescind and annul any termination or cancellation of any commitment or any acceleration (made good, cured or waived pursuant during the Continuance of such Borrower Event of Default) of principal of Senior Loans and the outstanding Commitments shall be reinstated and the principal amount of Senior Loans outstanding immediately prior to SECTION 7.1the delivery of such Borrower Cessation Notice shall be payable in equal installments on the dates scheduled for repayment thereof immediately prior to such acceleration; and provided further, that no such rescission or annulment described in this Section shall (i) require any Senior Lender to return any amount received by it during the Continuance of such Borrower Event of Default and annulment shall extend to or (ii) affect any subsequent the declaration of a Borrower Event of Default or the exercise of any remedies exercisable upon the occurrence of such subsequent Borrower Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoing, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding Note of any series have been declared by the holder thereof to be immediately due and payable by reason of the occurrence of any Event of Default described in paragraph (a), (b) or (c) of SECTION 6.1, such holder may, by written instrument filed Senior Lender with the Company, rescind and annul such declaration and the consequences thereofrespect thereto.

Rescission of Acceleration. The provisions of SECTION 6.3 Sections 10.1, 10.2 and 10.3 are subject to the condition that if the principal of and accrued interest on all or any outstanding Notes the Note have been declared immediately due and payable by reason of the occurrence of any Event of Default described in paragraphs Section 10.1, other than subsections (af) through and (ig), inclusive, or paragraphs (m) or (n), of SECTION 6.1, the holders of 55% or more in aggregate principal amount of the outstanding Notes of any series then outstanding Required Holders may, by written instrument filed with the Company, rescind and annul such declaration and the consequences thereof with respect to such series of the Notesthereof, provided provided, however, that at the time such declaration is annulled and rescinded: (a) no judgment or decree has been entered for the payment of any monies due pursuant to the Notes of such series Note or this Agreement; (b) all arrears of interest upon all the Notes of such series Note and all other sums payable under the Notes of such series Note and under this Agreement (except any principal, principal or interest or premium on the Notes of such series Note which has become due and payable solely by reason of such declaration under SECTION 6.3Section 10.2) shall have been duly paid, unless the same specifically has been waived in writing by the Required Holders; and (c) each and every other Default and Event of Default shall have been made good, cured or waived pursuant to SECTION 7.1; waived; (d) and provided provided, further, that no such rescission and annulment shall extend to or affect any subsequent Default or Event of Default or impair any right consequent thereto or affect in any manner whatsoever any recission or annulment pertaining to any other series of the Notes or impair any right consequent thereto. Without limiting the foregoingAdditionally, the provisions of SECTION 6.3 are subject to the condition that if the principal of and accrued interest on any outstanding the Note of any series have has been declared by the holder thereof to be immediately due and payable solely by reason of the occurrence of any an Event of Default described in paragraph (aSection 10.1(b)(i), (b) if all then outstanding Events of Default under the Senior Credit Agreement are cured or (c) are waived under the terms of SECTION 6.1the Senior Credit Agreement, such holder may, by written instrument filed with acceleration of the Company, rescind and annul such declaration Note shall be automatically rescinded and the consequences thereofNote shall be deemed automatically reinstated.