Common use of Waiver of Past Default Clause in Contracts

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B) of the TIA and such § 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject The Holders of a ------------------------------------------ majority in aggregate principal amount of the Securities of any series at the time Outstanding shall have the right to Sections 2.09direct the time, 6.07 method and 9.02place of conducting any proceeding for any remedy available to the Trustee, prior or exercising any trust or power conferred on the Trustee affecting the Securities of such series; provided, however, that, subject to the provisions of Section 7.1 hereof, the Trustee shall have the right to decline to follow any such direction if the Trustee, being advised by counsel of its selection, determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or officers, determine that the action so directed would be unduly prejudicial to the Holders of the Securities of such series not taking part in such direction (it being understood that (subject to Section 7.1) the Trustee shall have no duty to ascertain whether or not such action is unduly prejudicial to such Holders) or would involve the Trustee in personal liability. Nothing in this Indenture shall impair the right of the Trustee to take any other action deemed reasonably proper by the Trustee which is not inconsistent with such direction. Prior to the declaration of acceleration the maturity of the SecuritiesSecurities of such series as provided in Section 6.1 hereof, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to of such series at the Trustee time Outstanding may on behalf of the Holders of all of the Securities of such series waive an existing Default or Event of Default any past default hereunder and its consequences, except a Default default in the payment of the principal of (or premium, if any) or interest on any Security as specified in clauses (a) and (b) of Section 6.01 the Securities of such series or a Default in respect of any term a covenant or provision of this Indenture that may hereof which cannot be modified or amended or modified without the consent of the Holder of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consentsSecurity affected. In the case of any such waiver, the Company, the Trustee and the Holders of the Securities of that series shall be restored to their former positions and rights hereunder and under the Securitieshereunder, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B) of the TIA and such § 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, ; but no such waiver shall extend to any subsequent or other Default or Event of Default default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, (i) the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (aSection 6.01(a) and or (b) of ), a default arising from failure to effect an Offer to Purchase required under Section 6.01 4.14 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall10.02 and (ii) the Holders of three-fourths of the aggregate principal amount of Notes affected thereby, promptly after its receipt thereofon behalf of all Holders, notify the Company of its receipt of such written notice and provide copies thereof may waive a default arising from failure to the Companyeffect an Offer to Purchase required under Section 4.14. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § 316(a)(1)(BSection 316(a) (1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the then outstanding Securities Securities, on behalf of all the Holders, by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of of, premium on, if any, or interest on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuer shall deliver to the Trustee an Officers’ Officer's Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuer, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the then outstanding Securities Securities, on behalf of all the Holders, by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of of, premium on, if any, or interest on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuer shall deliver to the Trustee an Officers’ Officer's Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuer, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(Bss.316(a)(1)(B) of the TIA and such § 316(a)(1)(Bss.316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the then outstanding Securities by written notice to the Trustee may on behalf of all Holders waive an existing Default or Event of Default and its consequencesconsequences hereunder, except a continuing Default in the payment of principal of or premium, if any, or interest or Liquidated Damages, if any, on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § (S) 316(a)(1)(B) of the TIA and such § (S) 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.08, 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a1) and (b2) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (ai) and (bii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount at maturity of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of Accreted Value or principal of or interest on any Security as specified in clauses (ai) and (bii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of of, premium or interest on any Security as specified in clauses (a1), (2) and (b3) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture Indenture, the Collateral Documents and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount Principal Amount at Maturity of the then outstanding Securities Securities, on behalf of all the Holders, by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of Accreted Value or principal of or interest on any Security as specified in clauses (a1) and (b2) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B(S)316(a)(1)(B) of the TIA and such § 316(a)(1)(B(S)316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a1) and (b2) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the The Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice of any series at the time Outstanding shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee affecting the Securities of such series; provided, however, that, subject to the provisions of Section 7.1 hereof, the Trustee shall have the right to decline to follow any such direction if the Trustee, being advised by counsel of its selection, determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or officers, determine that the action so directed would be unduly prejudicial to the Holders of the Securities of such series not taking part in such direction (it being understood that (subject to Section 7.1) the Trustee shall have no duty to ascertain whether or not such action is unduly prejudicial to such Holders) or would involve the Trustee in personal liability. Nothing in this Indenture shall impair the right of the Trustee to take any other action deemed reasonably proper by the Trustee which is not inconsistent with such direction. Prior to the declaration of the maturity of the Securities of such series as provided in Section 6.1 hereof, the Holders of a majority in aggregate principal amount of the Securities of such series at the time Outstanding may on behalf of the Holders of all of the Securities of such series waive an existing Default or Event of Default any past default hereunder and its consequences, except a Default default in the payment of the principal of (or premium, if any) or interest on any Security as specified in clauses (a) and (b) of Section 6.01 the Securities of such series or a Default in respect of any term a covenant or provision of this Indenture that may hereof which cannot be modified or amended or modified without the consent of the Holder of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consentsSecurity affected. In the case of any such waiver, the Company, the Trustee and the Holders of the Securities of that series shall be restored to their former positions and rights hereunder and under the Securitieshereunder, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B) of the TIA and such § 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, ; but no such waiver shall extend to any subsequent or other Default or Event of Default default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a1) and (b2) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. 74 -66- Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § (S) 316(a)(1)(B) of the TIA and such § (S) 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b) and (bc) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (ai), (ii) and (biii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration The Holders ------------------------------------------ of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice of any series at the time Outstanding shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee affecting the Securities of such series; provided, however, that, subject to the provisions of Section 7.1 hereof, the Trustee shall have the right to decline to follow any such direction if the Trustee, being advised by counsel, determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or officers, determine that the action so directed would be unduly prejudicial to the Holders of the Securities of such series not taking part in such direction (it being understood that (subject to Section 7.1) the Trustee shall have no duty to ascertain whether or not such action is unduly prejudicial to such Holders) or would involve the Trustee in personal liability. Nothing in this Indenture shall impair the right of the Trustee to take any other action deemed reasonably proper by the Trustee which is not inconsistent with such direction. Prior to the declaration of the maturity of the Securities of such series as provided in Section 6.1 hereof, the Holders of a majority in aggregate principal amount of the Securities of such series at the time Outstanding may on behalf of the Holders of all of the Securities of such series waive an existing Default or Event of Default any past default hereunder and its consequences, except a Default default in the payment of the principal of (or premium, if any) or interest on any Security as specified in clauses (a) and (b) of Section 6.01 the Securities of such series or a Default in respect of any term a covenant or provision of this Indenture that may hereof which cannot be modified or amended or modified without the consent of the Holder of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consentsSecurity affected. In the case of any such waiver, the Company, the Trustee and the Holders of the Securities of that series shall be restored to their former positions and rights hereunder and under the Securitieshereunder, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B) of the TIA and such § 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, ; but no such waiver shall extend to any subsequent or other Default or Event of Default default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a), (b), (c) and (bd) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a1) and (b2) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § 316(a)(1)(B316(a)(l)(B) of the TIA and such § 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (ai) and (bii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.. 50 -44-

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Holdings shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyHoldings, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § Section 316(a)(1)(B) of the TIA and such § Section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount at maturity of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of Accreted Value or principal of or interest on any Security as specified in clauses (ai) and (bii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company10.02. The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.09, 6.07 and 9.0210.02, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequencesconsequences under this Indenture, except a continuing Default or Event of Default in the payment of principal of or premium, if any, or interest or Liquidated Damages, if any, on any Security as specified in clauses (a) and (b) of Section 6.01 or a Default or Event of Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice 10.02 (and provide copies thereof except for any failure to pay any amount owing to the CompanyTrustee, or waiver of any covenant or other provision for the personal protection of the Trustee, without the Trustee's consent). The Company shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Company, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.

Waiver of Past Default. Subject to Sections 2.092.9, 6.07 6.7 and 9.0210.2, prior to the declaration of acceleration of the Securities, the Holders of not less than a majority in aggregate principal amount of the outstanding Securities by written notice to the Trustee may waive an existing Default or Event of Default and its consequences, except a Default in the payment of principal of or interest on any Security as specified in clauses (ai) and (bii) of Section 6.01 or a Default in respect of any term or provision of this Indenture that may not be amended or modified without the consent of each Holder affected as provided in Section 9.0210.02. The Trustee shall, promptly after its receipt thereof, notify the Company of its receipt of such written notice and provide copies thereof to the Company. The Company Issuers shall deliver to the Trustee an Officers’ ' Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the CompanyIssuers, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Securities, respectively. This paragraph of this Section 6.04 shall be in lieu of § ss. 316(a)(1)(B) of the TIA and such § ss. 316(a)(1)(B) of the TIA is hereby expressly excluded from this Indenture and the Securities, as permitted by the TIA. Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred for every purpose of this Indenture and the Securities, but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.