Common use of Subrogation of Securities Clause in Contracts

Subrogation of Securities. Subject to the payment in full of all Senior Indebtedness, the Holders of the Securities shall be subrogated to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness until the Principal of and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this Article, and no payment over pursuant to the provisions of this Article to the holders of Senior Indebtedness by Holders of the Securities or the Trustee on their behalf shall, as between the Company, its creditors other than holders of Senior Indebtedness and the Holders of the Securities, be deemed to be a payment by the Company to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders pursuant to the subrogation provision of this Article, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article 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 the Senior Indebtedness, on the other hand. Nothing contained in this Article or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between the Company, its creditors 58 other than the 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 and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this Article, the Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidation, dissolution, winding up, receivership, reorganization, assignment or marshalling proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons entitled to participate in such distribution, the holders of the Senior 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.

Subrogation of Securities. Subject to the payment in full full, in cash or other payment satisfactory to the holders of Senior Indebtedness, of all Senior Indebtedness, the rights of the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness pursuant to the provisions of this Article 12 (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to other indebtedness of the Company to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness until the Principal of principal, premium, if any, Interest, Contingent Interest, if any, and interest Liquidated Damages, if any, on the Securities shall be paid in fullfull in cash or other payment satisfactory to the holders of Senior Indebtedness; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle 12, and no payment over pursuant to the provisions of this Article 12, to or for the benefit of the holders of Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the Company, its creditors other than holders of Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this ArticleArticle 12, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article 12 are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior Indebtedness, on the other hand. Nothing contained in this Article 12 or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the Company, its creditors 58 other than the 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 principal of (and interest premium, if any), Interest, Contingent Interest, if any, and Liquidated Damages, if any, on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article 12 of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this ArticleArticle 12, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 7.01, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior 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 ArticleArticle 12.

Subrogation of Securities. Subject to the payment in full of all Senior Indebtedness, the rights of the Holders of the Securities and any related Guarantee shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness pursuant to the provisions of this Article (equally and ratably with the holders of all indebtedness of the Issuers which by its express terms is subordinated to other indebtedness of the Issuers to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company Issuers applicable to the Senior Indebtedness until the Principal of principal, premium, if any, and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this Article, and no payment over pursuant to the provisions of this Article Article, to or for the benefit of the holders of the Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyIssuers, its their creditors other than holders of Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company Issuers to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this Article, which would otherwise have been paid to the holders of the Senior Indebtedness Indebtedness, shall be deemed to be a payment by the Company Issuers to or for the account of the SecuritiesSecurities or any related Guarantee. It is understood that the provisions of this Article are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the SecuritiesSecurities and any related Guarantee, on the one hand, and the holders of the Senior Indebtedness, on the other hand. Nothing contained in this Article or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between the Company, its among an Issuer and such Issuer’s creditors 58 other than the holders of Senior Indebtedness, and the Holders of the Securities, the obligation of the CompanyIssuers and any Guarantor, which is absolute and unconditional, to pay to the Holders of the Securities the Principal principal of (and premium, if any) and interest on the Securities and any payment in respect of any related Guarantee as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Issuers other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf Securities and any related Guarantee from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article of the holders of the Senior Indebtedness in respect of cash, property or securities of the Company Issuers received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Issuers or any Guarantor referred to in this Article, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 7.1, and the Holders of the Securities and any related Guarantee shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the SecuritiesSecurities and any related Guarantee, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the CompanyIssuers, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article.

Subrogation of Securities. Subject to the payment in full in cash of all amounts then due (whether by acceleration of the maturity thereof or otherwise) on account of all Senior IndebtednessIndebtedness at the time outstanding, the Holders of the Securities shall be subrogated to the rights of the holders of Senior Indebtedness to receive payments Payments or distributions Distributions of cash, property or securities of the Company Issuer applicable to the Senior Indebtedness until the Principal principal of and interest Interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments Payments or distributions Distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle Six A, and no payment payments over pursuant to the provisions of this Article Six A to the holders of Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyIssuer, its creditors other than holders of Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company Issuer to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders pursuant to the subrogation provision of this Article, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article Six A 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 the Senior Indebtedness, on the other hand. Nothing contained in this Article Six A or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the CompanyIssuer, its creditors 58 other than the holders of Senior Indebtedness, and the Holders of the Securities, the obligation of the CompanyIssuer, which is absolute and unconditional, to pay to the Holders of the Securities the Principal principal of and interest Interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Issuer other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Six A of the holders of Senior Indebtedness in respect of cash, property or securities of the Company Issuer received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Issuer referred to in this ArticleArticle Six A, the Trustee, subject to the provisions of Sections 7.01 601 and 7.02602, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidation, any dissolution, winding up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent Custodian or other Person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the CompanyIssuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this Article.Article Six A

Subrogation of Securities. Subject to the payment in full of all Senior IndebtednessIndebtedness of the Issuer, the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness of the Issuer pursuant to the provisions of this Article Thirteen (equally and ratably with the holders of all indebtedness of the Issuer which by its express terms is subordinated to other indebtedness of the Issuer to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness of the Issuer to receive payments or distributions of cash, property or securities of the Company Issuer applicable to the Senior Indebtedness of the Issuer until the Principal of principal, premium, if any, and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of the Issuer of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle Thirteen, and no payment over pursuant to the provisions of this Article Thirteen, to or for the benefit of the holders of Senior Indebtedness of the Issuer by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyIssuer, its creditors other than holders of Senior Indebtedness of the Issuer, and the Holders of the Securities, be deemed to be a payment by the Company Issuer to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit Indebtedness of the Securityholders pursuant to the subrogation provision of this Article, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the SecuritiesIssuer. It is understood that the provisions of this Article Thirteen are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior IndebtednessIndebtedness of the Issuer, on the other hand. Nothing contained in this Article Thirteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the CompanyIssuer, its creditors 58 other than the holders of Senior IndebtednessIndebtedness of the Issuer, and the Holders of the Securities, the obligation of the CompanyIssuer, which is absolute and unconditional, to pay to the Holders of the Securities the Principal principal of (and premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Issuer other than the holders of the Senior IndebtednessIndebtedness of the Issuer, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Thirteen of the holders of Senior Indebtedness of the Issuer in respect of cash, property or securities of the Company Issuer received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Issuer referred to in this ArticleArticle Thirteen, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 6.1, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness of the Issuer and other indebtedness of the CompanyIssuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle Thirteen.

Subrogation of Securities. Subject to the payment in full full, in cash or other payment satisfactory to the holders of all Parent Senior Indebtedness, of all Parent Senior Indebtedness, the rights of the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Parent Senior Indebtedness pursuant to the provisions of this Article IV (equally and ratably with the holders of all indebtedness of Parent which by its express terms is subordinated to other indebtedness of Parent to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Parent Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company Parent applicable to the Parent Senior Indebtedness until the Principal of principal, premium, if any, and interest (including Additional Interest, if any) on the Securities shall be paid in fullfull in cash or other payment satisfactory to the holders of the Securities; and, for the purposes of such subrogation, no payments or distributions to the holders of the Parent Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle IV, and no payment over pursuant to the provisions of this Article IV, to or for the benefit of the holders of Parent Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyParent, its creditors other than holders of Parent Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company Parent to or on account of the Parent Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this ArticleArticle IV, which would otherwise have been paid to the holders of Parent Senior Indebtedness shall be deemed to be a payment by the Company Parent to or for the account of the Securities. It is understood that the provisions of this Article IV are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Parent Senior Indebtedness, on the other hand. Nothing contained in this Article IV or elsewhere in this First Supplemental Indenture or in the Securities is intended to or shall impair, as between the Companyamong Parent, its creditors 58 other than the holders of Parent Senior Indebtedness, and the Holders of the Securities, the obligation of the CompanyParent, which is absolute and unconditional, to pay make payments pursuant to its obligations under Article III of this First Supplemental Indenture with respect to the Holders payment of the Securities the Principal principal of (and premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Parent other than the holders of the Parent Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default by Parent of its obligations under Article III of this First Supplemental Indenture, subject to the rights, if any, under this Article IV of the holders of Parent Senior Indebtedness in respect of cash, property or securities of the Company Parent received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Parent referred to in this ArticleArticle IV, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 9.1 of the Indenture, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Parent Senior Indebtedness and other indebtedness of the CompanyParent, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle IV.

Subrogation of Securities. Subject to the payment in full of all Senior Indebtedness, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness until the Principal principal of (and premium, if any) and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle Fifteen, and no payment over pursuant to the provisions of this Article Fifteen, to or for the benefit of the holders of Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the Company, its creditors other than holders of Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders pursuant to the subrogation provision of this Article, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article Fifteen are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior Indebtedness, Indebtedness on the other hand. Nothing contained in this Article Fifteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between the Company, its creditors 58 other than the 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 principal of (and premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf Securities from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Fifteen of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this ArticleArticle Fifteen, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 601, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidation, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating liquidation trustee, agent or other Person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose purposes of ascertaining the Persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the Company, the amount thereof hereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle Fifteen.

Subrogation of Securities. Subject to the payment in full of all Senior IndebtednessIndebtedness of the Issuer, the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness of the Issuer pursuant to the provisions of this Article Thirteen (equally and ratably with the holders of all indebtedness of the Issuer which by its express terms is subordinated to other indebtedness of the Issuer to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness of the Issuer to receive payments or distributions of cash, property or securities of the Company Issuer applicable to the Senior Indebtedness of the Issuer until the Principal of principal, premium, if any, and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of the Issuer of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle Thirteen, and no payment over pursuant to the provisions of this Article Thirteen, to or for the benefit of the holders of Senior Indebtedness of the Issuer by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyIssuer, its creditors other than holders of Senior Indebtedness of the Issuer, and the Holders of the Securities, be deemed to be a payment by the Company Issuer to or on account of the Senior IndebtednessIndebtedness of the Issuer; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this ArticleArticle Thirteen, which would otherwise have been paid to the holders of Senior Indebtedness of the Issuer shall be deemed to be a payment by the Company Issuer to or for the account of the Securities. It is understood that the provisions of this Article Thirteen are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior IndebtednessIndebtedness of the Issuer, on the other hand. Nothing contained in this Article Thirteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the CompanyIssuer, its creditors 58 other than the holders of Senior IndebtednessIndebtedness of the Issuer, and the Holders of the Securities, the obligation of the CompanyIssuer, which is absolute and unconditional, to pay to the Holders of the Securities the Principal principal of (and premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Issuer other than the holders of the Senior IndebtednessIndebtedness of the Issuer, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Thirteen of the holders of Senior Indebtedness of the Issuer in respect of cash, property or securities of the Company Issuer received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Issuer referred to in this ArticleArticle Thirteen, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 6.1, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the 104 113 purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness of the Issuer and other indebtedness of the CompanyIssuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle Thirteen.

Subrogation of Securities. Subject to the payment in full of all Senior IndebtednessDebt, the rights of the Holders of the Securities shall be subrogated to the rights of the holders Holders of Senior Indebtedness Debt to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness Debt until the Principal of principal of, premium, if any, interest and interest other amounts, if any, due on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders Holders of the Senior Indebtedness Debt of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this Article, Article Sixteen and no payment over pursuant to the provisions of this Article Sixteen to the holders Holders of Senior Indebtedness Debt by Holders of the Securities or the Trustee on their behalf shall, as between the Company, its creditors other than holders Holders of Senior Indebtedness Debt and the Holders of the Securities, be deemed to be a payment by the Company to or on account of the Senior IndebtednessDebt; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders pursuant to the subrogation provision provisions of this ArticleArticle Sixteen, which would otherwise have been paid to the holders Holders of Senior Indebtedness Debt shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article 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 Holders of the Senior IndebtednessDebt, on the other hand. Nothing contained in this Article Sixteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between the Company, its creditors 58 other than the holders Holders of Senior IndebtednessDebt, 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 principal of, premium, if any, interest and interest other amounts due, if any, on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders Holders of the Senior IndebtednessDebt, nor shall anything herein or therein prevent any the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Sixteen of the holders Holders of Senior Indebtedness Debt in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this ArticleArticle Sixteen, the Trustee, subject to the provisions of Sections 7.01 and 7.02Article Six, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidation, dissolution, winding up, receivership, reorganization, assignment or marshalling marshaling proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons entitled to participate in such distribution, the holders Holders of the Senior Indebtedness 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 ArticleArticle Sixteen.

Subrogation of Securities. Subject to the payment in full of all Senior IndebtednessIndebtedness of the Guarantor, the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness of the Guarantor pursuant to the provisions of this Article Fourteen (equally and ratably with the holders of all indebtedness of the Guarantor which by its express terms is subordinated to other indebtedness of the Guarantor to substantially the same extent as the Guarantee is subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness of the Guarantor to receive payments or distributions of cash, property or securities of the Company Guarantor applicable to the Senior Indebtedness of the Guarantor until the Principal of principal, premium, if any, and interest on the Securities pursuant to the Guarantee shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of the Guarantor of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle Fourteen, and no payment over pursuant to the provisions of this Article Fourteen, to or for the benefit of the holders of Senior Indebtedness of the Guarantor by Holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyGuarantor, its creditors other than holders of Senior Indebtedness of the Guarantor, and the Holders of the Securities, be deemed to be a payment by the Company Guarantor to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this ArticleArticle Fourteen, which would otherwise have been paid to the holders of Senior Indebtedness of the Guarantor shall be deemed to be a payment by the Company Guarantor to or for the account of the Securities. It is understood that the provisions of this Article Fourteen are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior IndebtednessIndebtedness of the Guarantor, on the other hand. Nothing contained in this Article Fourteen or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the CompanyGuarantor, its creditors 58 other than the holders of Senior IndebtednessIndebtedness of the Guarantor, and the Holders of the Securities, the obligation of the CompanyGuarantor, which is absolute and unconditional, to pay to the Holders of the Securities the Principal of and interest amounts due on the Securities Guarantee pursuant to the Guarantee as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Guarantor other than the holders of the Senior IndebtednessIndebtedness of the Guarantor, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Fourteen of the holders of Senior Indebtedness of the Guarantor in respect of cash, property or securities of the Company Guarantor received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Guarantor referred to in this ArticleArticle Fourteen, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 6.1, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization 111 120 proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness of the Guarantor and other indebtedness of the CompanyGuarantor, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle Fourteen.

Subrogation of Securities. Subject to the payment After all Senior Indebtedness is paid in full of all Senior Indebtednessand until the Securities are paid in full, the Holders of the Securities shall be subrogated to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness until the Principal of and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this Article, and no payment over pursuant to the provisions of Indebtedness. A distribution made under this Article Twelve to the holders Holders of Senior Indebtedness by which otherwise would have been made to Holders of the Securities or the Trustee on their behalf shallis not, as between the Company, its creditors other than holders of Senior Indebtedness Issuer and the Holders of the Securities, be deemed to be a payment by the Company to or Issuer on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders pursuant to the subrogation provision of this Article, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article 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 the Senior Indebtedness, on the other hand. Nothing contained in this Article Twelve or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the CompanyIssuer, its creditors 58 other than the holders of Senior Indebtedness, and the Holders of the Securities, the obligation of the CompanyIssuer, which is absolute and unconditional, to pay to the Holders of the Securities the Principal of principal of, and premium, if any, and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company Issuer other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article Twelve of the holders of Senior Indebtedness in respect of cash, property or securities of the Company Issuer received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company Issuer referred to in this ArticleArticle Twelve, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 5.1, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior Indebtedness and other indebtedness of the CompanyIssuer, the amount thereof or payable thereon, the amount or amounts paid or distributed thereon and all other facts pertinent thereto or to this ArticleArticle Twelve.

Subrogation of Securities. Subject to the payment in full of all Parent Senior Indebtedness, the Holders rights of the holders of the Securities shall be subrogated subrogated, to the extent of the payments or distributions made to the holders of such Parent Senior Indebtedness pursuant to the provisions of this Article IV (equally and ratably with the holders of all indebtedness of Parent which by its express terms is subordinated to other indebtedness of Parent to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation), to the rights of the holders of Parent Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company Parent applicable to the Parent Senior Indebtedness until the Principal of principal, premium, if any, and interest (including liquidated damages (as defined in the Indenture), if any) on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Parent Senior Indebtedness of any cash, property or securities to which the Holders holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle IV, and no payment over pursuant to the provisions of this Article IV, to or for the benefit of the holders of Parent Senior Indebtedness by Holders holders of the Securities or the Trustee on their behalf Trustee, shall, as between the CompanyParent, its creditors other than holders of Parent Senior Indebtedness Indebtedness, and the Holders holders of the Securities, be deemed to be a payment by the Company Parent to or on account of the Parent Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders holders of the Securities pursuant to the subrogation provision provisions of this Article, Article IV which would otherwise have been paid to the holders of Parent Senior Indebtedness shall be deemed to be a payment by the Company Parent to or for the account of the Securities. It is understood that the provisions of this Article IV are and are intended solely for the purpose purposes of defining the relative rights of the Holders holders of the Securities, on the one hand, and the holders of the Parent Senior Indebtedness, on the other hand. Nothing contained in this Article IV or elsewhere in this First Supplemental Indenture, in the Indenture or in the Securities is intended to or shall impair, as between the Companyamong Parent, its creditors 58 other than the holders of Parent Senior Indebtedness, and the Holders holders of the Securities, the obligation of the CompanyParent, which is absolute and unconditional, to pay make payments pursuant to its obligations under Section 3.1 of this First Supplemental Indenture with respect to the Holders payment of the Securities the Principal of principal of, premium, if any, and interest (including liquidated damages (as defined in the Indenture), if any) on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders holders of the Securities and creditors of the Company Parent other than the holders of the Parent Senior Indebtedness, nor shall anything herein or therein prevent any Holder the Trustee or the holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon a default by Parent under its obligations under Section 3.1 of this First Supplemental Indenture, subject to the rights, if any, under this Article IV of the holders of Parent Senior Indebtedness in respect of cash, property or securities of the Company Parent received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this Article, the Trustee, subject to the provisions of Sections 7.01 and 7.02, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidation, dissolution, winding up, receivership, reorganization, assignment or marshalling proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons entitled to participate in such distribution, the holders of the Senior 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.

Subrogation of Securities. Subject to the payment in full of all Senior Indebtedness, the rights of the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness pursuant to the provisions of this Article XII (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to other indebtedness of the Company to substantially the same extent as the Securities are subordinated and is entitled to like rights of subrogation) to the rights of the holders of Senior Indebtedness to receive payments or distributions of cash, property or securities of the Company applicable to the Senior Indebtedness until the Principal of principal, premium, if any, and interest on the Securities shall be paid in full; and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Securities or the Trustee on their behalf would be entitled except for the provisions of this ArticleArticle XII, and no payment over pursuant to the provisions of this Article XII, to or for the benefit of the holders of Senior Indebtedness by Holders of the Securities or the Trustee on their behalf Trustee, shall, as 46 52 between the Company, its creditors other than holders of Senior Indebtedness Indebtedness, and the Holders of the Securities, be deemed to be a payment by the Company to or on account of the Senior Indebtedness; and no payments or distributions of cash, property or securities to or for the benefit of the Securityholders Holders of the Securities pursuant to the subrogation provision provisions of this ArticleArticle XII, which would otherwise have been paid to the holders of Senior Indebtedness shall be deemed to be a payment by the Company to or for the account of the Securities. It is understood that the provisions of this Article XII are and are intended solely for the purpose purposes of defining the relative rights of the Holders of the Securities, on the one hand, and the holders of the Senior Indebtedness, on the other hand. Nothing contained in this Article XII or elsewhere in this Indenture or in the Securities is intended to or shall impair, as between among the Company, its creditors 58 other than the 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 principal of (and premium, if any) and interest on the Securities as and when the same shall become due and payable in accordance with their terms, or is intended to or shall affect the relative rights of the Holders of the Securities and creditors of the Company other than the holders of the Senior Indebtedness, nor shall anything herein or therein prevent any the Trustee or the Holder of any Security or the Trustee on his behalf from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, subject to the rights, if any, under this Article XII of the holders of Senior Indebtedness in respect of cash, property or securities of the Company received upon the exercise of any such remedy. Upon any payment or distribution of assets of the Company referred to in this ArticleArticle XII, the Trustee, subject to the provisions of Sections 7.01 and 7.02Section 7.1, and the Holders of the Securities shall be entitled to rely upon any order or decree made by any court of competent jurisdiction in which such liquidationbankruptcy, dissolution, winding winding-up, receivership, reorganization, assignment liquidation or marshalling reorganization proceedings are pending, or a certificate of the receiver, trustee in bankruptcy, liquidating trustee, agent or other Person person making such payment or distribution, delivered to the Trustee or to the Holders of the Securities, for the purpose of ascertaining the Persons persons entitled to participate in such distribution, the holders of the Senior 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 ArticleArticle XII.