Common use of Rights and Obligations of Holders of Notes and Trustee Clause in Contracts

Rights and Obligations of Holders of Notes and Trustee. In the event ------ --- ----------- -- ------- -- ----- --- ------- that, notwithstanding the foregoing provisions prohibiting such payment or distribution, the Trustee or any Holder shall have received any payment on account of the Notes (including, without limitation, the principal, Redemption Price or Purchase Price of, or interest or Liquidated Damages (if any) on, the Notes) (other than as permitted by subsections (a) and (b) of this Section 10.2) at a time when such payment is prohibited by this Section 10.2 and before the Senior Debt is paid in full, then and in such event (subject to the provisions of Section 10.8) such payment or distribution shall be received and held in trust for the holders of Senior Debt and shall be paid over or delivered to the Senior Representative of Designated Senior Debt in the case of Designated Senior Debt and to the holders of the Senior Debt in the case of Senior Debt which is not Designated Senior Debt, in each case remaining unpaid at their written direction to the extent necessary to pay such Senior Debt in full in accordance with its terms after giving effect to any concurrent payment or distribution to the holders of such Senior Debt. Nothing contained in this Article X will limit the right of the Trustee or the Holders of Notes to take any action to accelerate the maturity of the Notes pursuant to Section 6.2 or to pursue any rights or remedies hereunder against the Company; provided that, to the extent provided in this Article X, all Senior Debt of the Company then or thereafter due or declared to be due shall first be paid in full before the Holders or the Trustee are entitled to receive any payment from the Company on account of the Notes (including, without limitation, the principal, Redemption Price or Purchase Price of, or interest or Liquidated Damages (if any) on, the Notes). Upon any payment or distribution of assets or Notes referred to in this Article X, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, and upon a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other person making any such payment or distribution, delivered to the Trustee for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of Senior Debt and other Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article X.

Rights and Obligations of Holders of Notes and Trustee. In the event ------ --- ----------- -- ------- -- ----- --- ------- that, notwithstanding the foregoing provisions prohibiting such payment or distribution, the Trustee or any Holder shall have received any payment on account of the Notes (includingprincipal of, without limitationpremium, the principal, Redemption Price or Purchase Price ofif any, or interest or Liquidated Damages (if any) on, on the Notes) (other than as permitted by subsections (a) and (b) of this Section 10.2) Notes at a time when such payment is prohibited by this Section 10.2 11.2 and before the principal of, premium, if any, and interest on Senior Debt is paid in full, then and in such event (subject to the provisions of Section 10.811.8) such payment or distribution shall be received and held in trust for the holders of Senior Debt and shall be paid over or delivered to the Senior Representative holders of Designated the Senior Debt (or to their Senior Representatives in the case of Designated Senior Debt and to Debt) remaining unpaid promptly at the written direction of such holders of the Senior Debt in the case of Senior Debt which is not Designated Senior Debt, in each case remaining unpaid at or their written direction designees to the extent necessary to pay in full the principal of, premium, if any, and interest on such Senior Debt in full in accordance with its terms after giving effect to any concurrent payment or distribution to the holders of such Senior Debt. Nothing contained in this Article X Eleven will limit the right of the Trustee or the Holders of Notes to take any action to accelerate the maturity of the Notes pursuant to Section 6.2 hereof or to pursue any rights or remedies hereunder against the Company; provided , PROVIDED, that, to the extent provided in this Article XEleven, all Senior Debt of the Company then or thereafter due or declared to be due shall first be paid in full before the Holders or the Trustee are entitled to receive any payment from the Company on account of the Notes (includingprincipal of, without limitationpremium, the principal, Redemption Price or Purchase Price ofif any, or interest or Liquidated Damages (if any) on, on the Notes). Upon any payment or distribution of assets or Notes referred to in this Article XEleven, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, and upon a any certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other person making any such payment or distribution, distribution delivered to the Trustee Trustee, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of Senior Debt and other Indebtedness Debt of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article X.Eleven. In the absence of such order, decree or certificate, the Trustee and the Holders shall be entitled to request and rely upon an Officers' Certificate from the Company. The Company shall provide to the Trustee, in the form of an Officers' Certificate, the names and addresses of the holders of such Senior Debt, the amount of the Senior Debt outstanding to each such holder of Senior Debt and any necessary information to calculate the daily increase in indebtedness to such holders of Senior Debt. The Trustee shall be entitled to rely conclusively on any such order, decree or certificate (including any such Officers' Certificate) in making any disbursements to the holders of Senior Debt, without making any independent verification of the information contained therein.

Rights and Obligations of Holders of Notes and Trustee. In the event ------ --- ----------- -- ------- -- ----- --- ------- that, notwithstanding the foregoing provisions prohibiting such payment or 84 distribution, the Trustee or any Holder shall have received any payment on account of the Notes (including, without limitation, the principal, Redemption Price or Purchase Price of, or interest or Liquidated Damages (if any) on, the Notes) (other than as permitted by subsections (a) and (b) of this Section 10.2) at a time when such payment is prohibited by this Section 10.2 and before the Senior Debt Indebtedness is paid in fullfull in cash or Cash Equivalents, then and in such event (subject to the provisions of Section 10.8) such payment or distribution shall be received and held in trust for the holders of Senior Debt Indebtedness and shall be paid over or delivered to the Senior Representative of Designated Senior Debt Indebtedness in the case of Designated Senior Debt Indebtedness and to the holders of the Senior Debt Indebtedness in the case of Senior Debt Indebtedness which is not Designated Senior DebtIndebtedness, in each case remaining unpaid at their written direction to the extent necessary to pay such Senior Debt Indebtedness in full in cash or Cash Equivalents in accordance with its terms after giving effect to any concurrent payment or distribution to the holders of such Senior DebtIndebtedness. Nothing contained in this Article X will limit the right of the Trustee or the Holders of Notes to take any action to accelerate the maturity of the Notes pursuant to Section 6.2 or to pursue any rights or remedies hereunder against the Company; provided PROVIDED that, to the extent provided in this Article X, all Senior Debt Indebtedness; of the Company then or thereafter due or declared to be due shall first be paid in full in cash before the Holders or the Trustee are entitled to receive any payment from the Company on account of the Notes (including, without limitation, the principal, Redemption Price or Purchase Price of, or interest or Liquidated Damages (if any) on, the Notes). Upon any payment or distribution of assets or Notes referred to in this Article X, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, and upon a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other person making any such payment or distribution, delivered to the Trustee for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of Senior Debt Indebtedness and other Indebtedness of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article X.

Rights and Obligations of Holders of Notes and Trustee. In the event ------ --- ----------- -- ------- -- ----- --- ------- that, notwithstanding the foregoing provisions prohibiting such payment or distribution, the Trustee or any Holder shall have received any payment on account of the Notes (includingprincipal of, without limitationpremium, the principal, Redemption Price or Purchase Price ofif any, or interest or Liquidated Damages (if any) on, on the Notes) (other than as permitted by subsections (a) and (b) of this Section 10.2) Notes at a time when such payment is prohibited by this Section 10.2 11.2 and before the principal of, premium, if any, and interest on Senior Debt is paid in full, then and in such event (subject to the provisions of Section 10.811.8) such payment or distribution shall be received and held in trust for the holders of Senior Debt and shall be paid over or delivered to the Senior Representative holders of Designated the Senior Debt (or to their Senior Representatives in the case of Designated Senior Debt and to Debt) remaining unpaid promptly at the written direction of such holders of the Senior Debt in the case of Senior Debt which is not Designated Senior Debt, in each case remaining unpaid at or their written direction designees to the extent necessary to pay in full the principal of, premium, if any, and interest on such Senior Debt in full in accordance with its terms after giving effect to any concurrent payment or distribution to the holders of such Senior Debt. Nothing contained in this Article X Eleven will limit the right of the Trustee or the Holders of Notes to take any action to accelerate the maturity of the Notes pursuant to Section 6.2 hereof or to pursue any rights or remedies hereunder against the Company; provided , PROVIDED, that, to the extent provided in this Article XEleven, all Senior Debt of the Company then or thereafter due or declared to be due shall first be paid in full before the Holders or the Trustee are entitled to receive any payment from the Company on account of the Notes (includingprincipal of, without limitationpremium, the principal, Redemption Price or Purchase Price ofif any, or interest or Liquidated Damages (if any) on, on the Notes). Upon any payment or distribution of assets or Notes referred to in this Article XEleven, the Trustee and the Holders shall be entitled to rely upon any order or decree of a court of competent jurisdiction in which such dissolution, winding up, liquidation or reorganization proceedings are pending, and upon a any certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other person making any such payment or distribution, distribution delivered to the Trustee Trustee, for the purpose of ascertaining the persons entitled to participate in such distribution, the holders of Senior Debt and other Indebtedness Debt of the Company, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article X.Eleven. In the absence of such order, decree or certificate, the Trustee and the Holders shall be entitled to request and rely upon an Officers' Certificate from the Company. The Company shall provide to the 47 55 Trustee, in the form of an Officers' Certificate, the names and addresses of the holders of such Senior Debt, the amount of the Senior Debt outstanding to each such holder of Senior Debt and any necessary information to calculate the daily increase in indebtedness to such holders of Senior Debt. The Trustee shall be entitled to rely conclusively on any such order, decree or certificate (including any such Officers' Certificate) in making any disbursements to the holders of Senior Debt, without making any independent verification of the information contained therein. SECTION 11.3.