Common use of Defaults and Remedies Clause in Contracts

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of such 60-day period. The Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the Issuer and the Representatives under the Credit Agreements and (ii) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs shall occur and is be continuing, the Trustee or principal of all the Holders Notes may be declared due and payable in the manner and with the effect provided in the Indenture. Upon payment of at least 30% in principal the amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be so declared due and payable. If an Event , all obligations of Default relating to certain events the Company in respect of bankruptcy, insolvency or reorganization the payment of an Issuer occurs, the principal of, premium, if any, of and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part terminate. No Holder of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder Notes shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenturehereunder (except actions for payment of overdue principal of, and premium, if any, or interest on such Notes in accordance with its terms), unless (i) such Holder has previously given written notice to the Trustee written notice that of a continuing Event of Default, specifying an Event of Default is continuingDefault, as required under the Indenture; (ii) the Holders of at least 30not less than 25% in aggregate principal amount of the outstanding Securities Outstanding Notes shall have requested made written request to the Trustee to institute proceedings in writing to pursue respect of such Event of Default in its own name as Trustee under the remedy, Indenture; (iii) such Holder or Holders have offered to the Trustee security or indemnity reasonably satisfactory to it against any lossthe costs, liability or expense, expenses and liabilities to be incurred in compliance with such request; (iv) the Trustee has not complied with failed to institute any such request within proceeding for 60 days after the its receipt of the such notice, request and the offer of security or indemnity indemnity; and (v) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Holders of a majority in aggregate principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration Outstanding Notes, it being understood and intended that no one or more of such 60-day period. The Holders of a majority shall have any right in principal amount any manner whatever by virtue of, or by availing of, any provision of the outstanding Securities are given the right Indenture to direct the timeaffect, method and place of conducting any proceeding for any remedy available to the Trustee disturb or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to prejudice the rights of any other Holder of such Holders, or that would involve the Trustee in personal liability. Prior to taking obtain or to seek to obtain priority or preference over any action other of such Holders or to enforce any right under the Indenture, except in the Trustee manner provided in the Indenture and for the equal and ratable benefit of all of such Holders. The foregoing shall be entitled not apply to indemnification satisfactory to it in its sole discretion against all losses any suit instituted by the Holder of this Note for the enforcement of any payment of principal of, and expenses caused by taking premium, if any, or not taking such actioninterest hereon, on or after the respective due dates expressed or provided for herein.

Defaults and Remedies. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. At any time after such declaration of acceleration with respect to Securities of this series has been made, but before a judgment or decree for payment of money has been obtained by the Trustee as provided in the Indenture, if all Events of Default with respect to Securities of this series have been cured or waived (other than an Event the non-payment of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, Securities of this series which has become due solely by notice to the Issuers, may declare the principal of, premium, if anyreason of such declaration of acceleration) then, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstancesin every such case, the Holders of a majority in aggregate principal amount of the outstanding Securities may rescind any Outstanding securities of such acceleration with respect series may, by written notice to the Securities Company and to the Trustee, rescind and annul such declaration and its consequencesconsequences on behalf of all of the Holders, but no such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. If an Event As provided in and subject to the provisions of Default occurs and is continuingthe Indenture, the Trustee Holder of this Security shall be under no obligation to exercise any of not have the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) trustee or for any other remedy under the Indenturethereunder, unless (ia) such Holder has shall have previously given the Trustee written notice that an of a continuing Event of Default is continuingwith respect to the securities, (iib) the Holders of at least 30not less than 33% or a majority, as applicable, in principal amount of the outstanding Securities at the time Outstanding under the Indenture shall have requested made written request to the Trustee to institute proceedings in writing to pursue the remedyrespect of such Event of Default as Trustee, (iiic) such Holders Holder shall have offered the Trustee security or indemnity satisfactory to it the Trustee against any lossthe costs, liability or expenseexpenses and liabilities to be incurred in compliance with such request, (ivd) the Trustee has shall not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) have received from the Holders of a majority in principal amount of Securities at the outstanding Securities have not given time Outstanding under the Trustee Indenture a written direction inconsistent with such request prior to and (e) the expiration Trustee for 90 days after its receipt of such 60-day periodnotice and offer of indemnity from the Holder, and request from the Holders shall have failed to institute any such proceeding. The Holders of a majority foregoing shall not apply to certain suits described in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, including any suit instituted by the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking Holder of this Security for the enforcement of any payment of principal hereof or not taking such actionany premium or interest hereon on or after the respective due dates expressed herein.

Defaults and Remedies. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. At any time after such declaration of acceleration with respect to Securities of this series has been made, but before a judgment or decree for payment of money has been obtained by the Trustee as provided in the Indenture, if all Events of Default with respect to Securities of this series have been cured or waived (other than an Event the non-payment of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, Securities of this series which has become due solely by reason of such declaration of acceleration) then and in each every such case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in aggregate principal amount of the outstanding Securities may rescind any Outstanding securities of such acceleration with respect series may, by written notice to the Securities Company and to the Trustee, rescind and annul such declaration and its consequencesconsequences on behalf of all of the Holders, but no such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. If an Event As provided in and subject to the provisions of Default occurs and is continuingthe Indenture, the Trustee Holder of this Security shall be under no obligation to exercise any of not have the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator receiver or sequestrator (or similar official) trustee or for any other remedy under the Indenturethereunder, unless (ia) such Holder has shall have previously given the Trustee written notice that an of a continuing Event of Default is continuingwith respect to the Securities, (iib) the Holders of at least 30not less than 33% or a majority, as applicable, in principal amount of the outstanding Securities at the time Outstanding under the Indenture shall have requested made written request to the Trustee to institute proceedings in writing to pursue the remedyrespect of such Event of Default as Trustee, (iiic) such Holders Holder shall have offered the Trustee security or indemnity satisfactory to it the Trustee against any lossthe costs, liability or expenseexpenses and liabilities to be incurred in compliance with such request, (ivd) the Trustee has shall not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) have received from the Holders of a majority in principal amount of Securities at the outstanding Securities have not given time Outstanding under the Trustee Indenture a written direction inconsistent with such request prior to and (e) the expiration Trustee for 90 days after its receipt of such 60-day periodnotice and offer of indemnity from the Holder, and request from the Holders, shall have failed to institute any such proceeding. The Holders of a majority foregoing shall not apply to certain suits described in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, including any suit instituted by the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking Holder of this Security for the enforcement of any payment of principal hereof or not taking such actionany premium or interest hereon on or after the respective due dates expressed herein.

Defaults and Remedies. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. At any time after such declaration of acceleration with respect to Securities of this series has been made, but before a judgment or decree for payment of money has been obtained by the Trustee as provided in the Indenture, if all Events of Default with respect to Securities of this series have been cured or waived (other than an Event the non-payment of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, Securities of this series which has become due solely by notice to the Issuers, may declare the principal of, premium, if anyreason of such declaration of acceleration) then, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstancesin every such case, the Holders of a majority in aggregate principal amount of the outstanding Securities may rescind any Outstanding securities of such acceleration with respect series may, by written notice to the Securities Company and to the Trustee, rescind and annul such declaration and its consequencesconsequences on behalf of all of the Holders, but no such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. If an Event As provided in and subject to the provisions of Default occurs and is continuingthe Indenture, the Trustee Holder of this Security shall be under no obligation to exercise any of not have the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator receiver or sequestrator (or similar official) trustee or for any other remedy under the Indenturethereunder, unless (ia) such Holder has shall have previously given the Trustee written notice that an of a continuing Event of Default is continuingwith respect to the Securities, (iib) the Holders of at least 30not less than 33% or a majority, as applicable, in principal amount of the outstanding Securities at the time Outstanding under the Indenture shall have requested made written request to the Trustee to institute proceedings in writing to pursue the remedyrespect of such Event of Default as Trustee, (iiic) such Holders Holder shall have offered the Trustee security or indemnity satisfactory to it the Trustee against any lossthe costs, liability or expenseexpenses and liabilities to be incurred in compliance with such request, (ivd) the Trustee has shall not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) have received from the Holders of a majority in principal amount of Securities at the outstanding Securities have not given time Outstanding under the Trustee Indenture a written direction inconsistent with such request prior to and (e) the expiration Trustee for 90 days after its receipt of such 60-day periodnotice and offer of indemnity from the Holder, and request from the Holders, shall have failed to institute any such proceeding. The Holders of a majority foregoing shall not apply to certain suits described in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, including any suit instituted by the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking Holder of this Security for the enforcement of any payment of principal hereof or not taking such actionany premium or interest hereon on or after the respective due dates expressed herein.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers or a Significant Subsidiary) occurs with respect to the Securities and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the IssuersIssuers and a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers or a Significant Subsidiary occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers or a Significant Subsidiary) occurs with respect to the Securities and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers or a Significant Subsidiary occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested Notes make a written request to the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 3033% in principal amount of all outstanding Notes under the outstanding Securities, in each case, Indenture by notice to the Issuers, Issuer (with a copy to the Trustee) may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes under the Indenture to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of all outstanding Notes under the outstanding Securities Indenture may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have No holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Indenture unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3033% in principal amount of all the outstanding Securities Notes under the Indenture have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of all the outstanding Securities Notes under the Indenture have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of all outstanding Notes under the outstanding Securities Indenture are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an IssuerHoldings or the Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer Holdings or the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an with respect to the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersIssuer may, may and if such notice is given by the Holders such notice shall be given to the Issuer and the Trustee, declare that the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities to is due and payable. Upon such a declaration, such principal and interest shall be due and payablepayable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an with respect to the Issuer occurs, the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities shall ipso facto become and be immediately due and payable payable, without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given gives the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the then outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the then outstanding Securities have do not given give the Trustee a written direction inconsistent with such request prior to the expiration of during such 60-day period. The Subject to certain restrictions set forth in the Indenture, the Holders of a majority in principal amount of the outstanding Securities are given the right to may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest (including Additional Interest, if any) on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of such 60-day period. The Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuers may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have No holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Indenture unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 30% in a majority, by aggregate principal amount amount, of the outstanding Securities, in each case, by notice to the Issuers, Notes may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, of and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in a majority, by aggregate principal amount amount, of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an IssuerHoldings) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the written request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested in writing that the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee reasonable indemnity or and security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or and indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liabilityor financial liability and security. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such notification of such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall ipso facto become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the written request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, the Notes or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Security Documents unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested in writing that the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such holders) or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes of the applicable series have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes of the applicable series have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe bankruptcy provisions) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersIssuer may, may and if such notice is given by the Holders such notice shall be given to the Issuer and the Trustee, declare that the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities to is due and payable. Upon such a declaration, such principal and interest shall be due and payablepayable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the bankruptcy provisions occurs, the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities shall will become and be immediately due and payable payable, without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Required Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability loss or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given gives the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Required Holders of a majority in principal amount of the outstanding Securities have do not given give the Trustee a written direction inconsistent with such request prior to the expiration of during such 60-day period. The Subject to certain restrictions set forth in the Indenture , the Required Holders of a majority in principal amount of the outstanding Securities are given the right to may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the Issuer and the Administrative Agent under the Credit Agreements and (ii) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company or any Significant Subsidiary) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on on, all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an any Issuer occurs, the principal of, premium, if any, and interest on on, all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee, in its sole discretion, against any loss, liability or expense and certain other conditions are complied withsuch request is otherwise in compliance with the terms of the Indenture. Except to enforce the right to receive payment of principal, premium (if any) principal or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it the Trustee, in its sole discretion, against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liabilityliability or expense for which it is not adequately indemnified. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an either Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in aggregate principal amount at maturity of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal Accreted Value of, premium, if any, and accrued but unpaid interest interest, if any, on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an either Issuer occurs, the principal Accreted Value of, premium, if any, and interest interest, if any, on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders Issuers unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principalAccreted Value, premium (premium, if any) , or interest interest, if any, when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in aggregate principal amount at maturity of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by written notice to the Issuer or the Holders of at least 30% in of the aggregate principal amount of the outstanding Securities, in each case, Securities by written notice to the IssuersIssuer and the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest interest, on all the Securities to be due and payable. Upon such a declaration, such principal and interest, will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall ipso facto become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the The Holders of a majority in principal amount of the outstanding Securities by notice to the Trustee may rescind any such an acceleration with respect to the Securities and its consequencesconsequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or and/or security (which may include pre-funding) satisfactory to it against any lossall losses, liability liabilities and expenses which might be Incurred by it in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such the Holder has previously given gives to the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 30% in of the aggregate principal amount of the Securities then outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity (which may include pre-funding) satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have do not given give the Trustee a written direction inconsistent with such the request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the Securities then outstanding Securities are given the right to may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any action or forbearance is unduly prejudicial to such Holders) or that would involve the Trustee in personal liability, provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification and/or security (which may include pre-funding) satisfactory to it in its sole discretion against all losses losses, liabilities and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event as a result of Default relating to certain events of bankruptcy, insolvency the bankruptcy provisions or reorganization of an Issuerthe winding up provisions) occurs and is continuing, the Trustee or the Holders of at least 3025 % in aggregate principal amount of the Securities then outstanding Securities, in each case, by notice to the Issuers, Issuer may declare the principal of, premium, if any, or and accrued but unpaid interest on all the Securities to be due and payablepayable in the manner, at the time and with the effect provided in the Indenture. If an Event of Default relating to certain events of bankruptcy, insolvency the bankruptcy provisions or reorganization of an Issuer occursthe winding up provisions, the unpaid principal of, premium, if any, of and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the Securities then outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If Subject to the provisions of each Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the such Indenture at the request or direction of any of the Holders of the Securities unless such Holders have offered to the Trustee has been offered an indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Securities or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless Indenture unless: (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, , (ii) the Holders of at least 3025% in aggregate principal amount of the then outstanding Securities have requested the Trustee in writing to pursue the remedy, , (iii) such Holders have offered the Trustee has been offered security or indemnity satisfactory to it the Trustee against any loss, liability or expense, , (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and satisfactory to the Trustee, and (v) the Holders of a majority in aggregate principal amount of the then outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in aggregate principal amount of the then outstanding Securities are shall be given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that the Trustee determines (after consultation with counsel) conflicts with law or the relevant Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would may involve the Trustee in personal liability. Prior to taking any action under the relevant Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder (it being understood that the Trustee shall have no obligation to ascertain whether or not such actions or forbearances are unduly prejudicial to any other holder) or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuing, the Trustee by notice to the Issuers or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the written request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested in writing that the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification or security satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event as a result of Default relating to certain events of bankruptcy, insolvency the bankruptcy provisions or reorganization of an Issuerthe winding up provisions) occurs and is continuing, the Trustee or the Holders of at least 3025 % in aggregate principal amount of the Notes then outstanding Securities, in each case, by notice to the Issuers, Issuer may declare the principal of, premium, if any, or and accrued but unpaid interest on all the Securities Notes to be due and payablepayable in the manner, at the time and with the effect provided in the Indenture. If an Event of Default relating to certain events of bankruptcy, insolvency the bankruptcy provisions or reorganization of an Issuer occursthe winding up provisions, the unpaid principal of, premium, if any, of and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the Notes then outstanding Securities may rescind any such acceleration with respect to the Securities Notes and its consequences. If Subject to the provisions of each Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the such Indenture at the request or direction of any of the Holders of the Notes unless such Holders have offered to the Trustee has been offered an indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Notes or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless Indenture unless: (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, , (ii) the Holders of at least 3025% in aggregate principal amount of the then outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, , (iii) such Holders have offered the Trustee has been offered security or indemnity satisfactory to it the Trustee against any loss, liability or expense, , (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and satisfactory to the Trustee, and (v) the Holders of a majority in aggregate principal amount of the then outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in aggregate principal amount of the then outstanding Securities are Notes shall be given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that the Trustee determines (after consultation with counsel) conflicts with law or the relevant Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would may involve the Trustee in personal liability. Prior to taking any action under the relevant Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 3033% in principal amount of all outstanding Notes under the outstanding Securities, in each case, Indenture by notice to the Issuers, Issuer (with a copy to the Trustee) may declare the principal of, premiumpremium (including the cash value of any IPO Redemption Premium), if any, and accrued but unpaid interest on all the Securities Notes under the Indenture to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premiumpremium (including the cash value of any IPO Redemption Premium), if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of all outstanding Notes under the outstanding Securities Indenture may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have No holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Indenture unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3033% in principal amount of all the outstanding Securities Notes under the Indenture have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of all the outstanding Securities Notes under the Indenture have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of all outstanding Notes under the outstanding Securities Indenture are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerreorganization) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Securities may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, of and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it secu- rity against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuers may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an either Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in aggregate principal amount at maturity of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal Accreted Value of, premium, if any, and accrued but unpaid interest interest, if any, on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an either Issuer occurs, the principal Accreted Value of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders Issuers unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principalAccreted Value, premium (premium, if any) , or interest interest, if any, when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in aggregate principal amount at maturity of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in aggregate principal amount at maturity of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuing, the Trustee by notice to the Issuers or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable; provided, however, that so long as any Bank Indebtedness (as defined in the Indenture) remains outstanding, no such acceleration shall be effective until the earlier of (1) five Business Days after the giving of written notice to the Issuers and the Representative under the First Lien Credit Agreement (as defined in the Indenture) and (2) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) in the Indenture with respect to certain events of bankruptcy, insolvency the Company or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency the Company or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested in writing the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such written request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such holders) or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the Issuer and the Administrative Agent under the Credit Agreement and (ii) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event Certain events of bankruptcy or insolvency are Events of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer) occurs and is continuing, that will result in the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, together with premium, if any, and accrued but and unpaid interest on all the Securities to be and Special Interest, if any, thereon, becoming due and payablepayable immediately upon the occurrence of such Events of Default. If an any other Event of Default relating with respect to certain events the Securities occurs and is continuing, then in every such case the Trustee or the Holders of bankruptcy, insolvency or reorganization not less than 25% in aggregate principal amount of an Issuer occurs, the Securities then outstanding may declare the principal ofamount of all the Securities, together with premium, if any, and accrued and unpaid interest on all the Securities shall become immediately and Special Interest, if any, thereon, to be due and payable without immediately in the manner and with the effect provided in the Indenture. Notwithstanding the preceding sentence, however, if at any time after such a declaration or other act on the part of the Trustee or any Holders. Under certain circumstancesacceleration has been made, the Holders of a majority in principal amount of the outstanding Securities Securities, by written notice to the Trustee, may rescind such declaration and annul its consequences if the rescission would not conflict with any such acceleration judgment or decree of a court already rendered and if all Events of Default with respect to the Securities and its consequences. If an Event of Default occurs and is continuingSecurities, other than the Trustee shall be under no obligation to exercise any nonpayment of the rights principal, premium, if any, or powers under interest and Special Interest, if any, which has become due solely by such declaration acceleration, shall have been cured or shall have been waived. No such rescission shall affect any subsequent default or shall impair any right consequent thereon. Holders of Securities may not enforce the Indenture at or the request or direction of any of Securities except as provided in the Holders unless such Holders have offered to the Indenture. The Trustee may require indemnity or security satisfactory to it against any lossbefore it enforces the Indenture or the Securities. Subject to certain limitations, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in aggregate principal amount of the Securities then outstanding Securities have not given may direct the Trustee a written direction inconsistent with such request prior to the expiration in its exercise of such 60-day period. The Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such actionpower.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by written notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the Issuer and the Representatives under the Credit Agreements and (ii) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, either (i) the Trustee by notice to the Issuers or (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal, premium and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the The Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the request or direction of any of the Holders holders unless such Holders holders have offered and, if requested, provided to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iiiii) such Holders holders have offered and, if requested, provided to the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iviii) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (viv) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payablepayable provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (1) five Business Days after the giving of written notice to the Issuer and the Representative under the Credit Facilities and (2) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal, premium, if any, and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it the Trustee against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal or financial liability. Prior to taking any action under the IndentureIndenture at the instruction of Holders in respect of an Event of Default, the Trustee shall be entitled to indemnification or security satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) with respect to Securities of this series occurs and is continuing, the Trustee by notice to the Company, or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities of this series by notice to the IssuersCompany and the Trustee, may declare the principal of, premium, if any, and accrued but and unpaid interest interest, and any other monetary obligations on all the Securities of this series to be due and payablepayable immediately. Upon the effectiveness of such declaration, such principal, premium, interest and other monetary obligations will be due and payable immediately. If an Event of Default relating to certain events of a bankruptcy, insolvency or reorganization of an Issuer occursthe Company occurs and is continuing, the principal of, premium, if any, and accrued and unpaid interest and any other monetary obligations on all the Securities shall of this series will become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities of this series may rescind any such acceleration with respect to the Securities of this series and its consequences. If an Event As provided in and subject to the provisions of Default occurs and is continuingthe Indenture, the Trustee Holder of this Security shall be under no obligation to exercise any of not have the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, proceeding with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator receiver or sequestrator (or similar official) trustee or for any other remedy under the Indenturethereunder, unless (i) such Holder has shall have previously given the Trustee written notice that an of a continuing Event of Default is continuingwith respect to the Securities of this series, (ii) the Holders of at least 30not less than 25% in principal amount of the outstanding Securities of this series at the time Outstanding shall have requested made written request to the Trustee to institute proceedings in writing to pursue the remedy, (iii) respect of such Holders have Event of Default as Trustee and offered the Trustee security indemnity, security, or indemnity both, satisfactory to it the Trustee, against any lossthe costs, liability or expenseexpenses and liabilities to be incurred in compliance with such request, (iv) and the Trustee has shall not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) have received from the Holders of a majority in principal amount of Securities of this series at the outstanding Securities have not given the Trustee time Outstanding a written direction inconsistent with such request prior to the expiration within sixty (60) days after receipt of such 60-day period. The Holders of a majority in principal amount of the outstanding Securities are given the right to direct the timenotice, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled have failed to indemnification satisfactory institute any such proceeding for sixty (60) days after receipt of such notice, request and offer of indemnity and/or security. The foregoing shall not apply to it in its sole discretion against all losses and expenses caused any suit instituted by taking the Holder of this Security for the enforcement of any payment of principal hereof or not taking such actionany premium or interest hereon on or after the respective due dates expressed herein.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an with respect to the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Securities by notice to the IssuersIssuer may, may and if such notice is given by the Holders such notice shall be given to the Issuer and the Trustee, declare that the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities to and any related fees contemplated by the Indenture is due and payable. Upon such a declaration, such principal and interest and any related fees contemplated by the Indenture shall be due and payablepayable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an with respect to the Issuer occurs, the principal of, and the premium, if any, and accrued but unpaid interest on on, all the Securities and any related fees contemplated by the Indenture shall ipso facto become and be immediately due and payable payable, without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest and any related fees contemplated by the Indenture when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given gives the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the then outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the then outstanding Securities have do not given give the Trustee a written direction inconsistent with such request prior to the expiration of during such 60-day period. The Subject to certain restrictions set forth in the Indenture, the Holders of a majority in principal amount of the outstanding Securities are given the right to may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. For the avoidance of doubt, no premium in respect of the Notes shall be payable as a result of any Default or Event of Default.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on on, all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on on, all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) principal or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity reasonably satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by written notice to the Company or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by written notice to the IssuersCompany and the Trustee, may declare the principal of, premium, if any, interest and accrued but unpaid interest any other monetary obligations on all the Securities Notes to be due and payablepayable immediately. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee Trustee, in writing writing, to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses losses, liabilities and expenses that may be caused by taking or not taking such action. The Company is required to deliver to the Trustee, annually, a certificate indicating whether the signer thereof knows of any Default that occurred during the previous year.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuer may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding SecuritiesNotes of such series, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes of the applicable series have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes of the applicable series have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesSecurities of the series, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities of this series to be due and payable; provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (i) five (5) Business Days after the giving of written notice to the Issuer and the Representative under the Credit Agreement and (ii) the day on which any Bank Indebtedness or Indebtedness is accelerated. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities of this series and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities of this series have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities of this series have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities of this series are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.. NY1:1657728.6

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuer or Holdings I) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Issuer may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer or Holdings I occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If Subject to the provisions of this Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Company and the Trustee may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, of and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the The Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability; provided, that the Trustee shall not have an affirmative duty to determine whether any action is prejudicial to the rights of holders. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any fee, cost, claim, damage, loss, liability or expense (including reasonable attorney’s fees and expenses) and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested in writing the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any fee, cost, claim, damage loss, liability or expenseexpense (including reasonable attorney’s fees and expenses), (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such written request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. For the avoidance of doubt, no premium in respect of the Notes shall be payable as a result of any Default or Event of Default.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers or a Significant Subsidiary) occurs with respect to a series and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesSecurities of such series, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities of such series to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers or a Significant Subsidiary occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities of this series may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities of this series have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities of this series are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(e) or (f) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(e) or (f) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payablepayable provided, however, that so long as any Bank Indebtedness remains outstanding, no such acceleration shall be effective until the earlier of (1) five Business Days after the giving of written notice to the Issuer and the Representative under the Credit Facilities and (2) the day on which any Bank Indebtedness is accelerated. Upon such a declaration, such principal, premium, if any, and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it the Trustee against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal or financial liability. Prior to taking any action under the IndentureIndenture at the instruction of Holders in respect of an Event US-DOCS\124080491.2 of Default, the Trustee shall be entitled to indemnification or security satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. Notwithstanding any of the foregoing, a notice of Default, notice of acceleration or instruction to the Trustee to provide a notice of Default or notice of acceleration may not be given by the Trustee or the Holders (or any other action taken on the assertion of any Default) with respect to any action taken, and reported publicly or to Holders, more than two years prior to such notice of Default, notice of acceleration or instruction to the Trustee to provide a notice of Default or notice of acceleration (or other action). In addition, the Trustee shall have no obligation to accelerate the Securities if it determines that acceleration is not in the interests of the Holders. The Trustee shall have no obligation to determine when or if any Holders have been notified of any such action or to track when such two-year period starts or concludes. Any time period to cure any actual or alleged Default or Event of Default may be extended or stayed by a court of competent jurisdiction.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Company or the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Securities may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Company or the Issuer occurs, the principal of, premium, if any, of and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If Except as specified in the Indenture, if an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuer or any Guarantor) occurs and is continuing, the Trustee or the Holders of at least 3025% in aggregate principal amount of the outstanding Securities, in each case, by notice to the Issuers, Notes may declare the principal of, premium, if any, amount of the Notes and accrued but and unpaid interest on all the Securities outstanding Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer or any Guarantor occurs, the principal of, premium, if any, amount of the Notes and accrued and unpaid interest on all the Securities outstanding Notes shall automatically become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in aggregate principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and expense. Subject to certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when dueexceptions, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that of an Event of Default is continuingDefault, (ii) the Holders of at least 3025% in aggregate principal amount of the outstanding Securities Notes have requested made a written request to the Trustee in writing to pursue the remedy, (iii) such Holders have remedy and offered the Trustee security or indemnity satisfactory to it against any losscosts, liability or expenseexpense of the Trustee, (iii) the Trustee fails to comply with such request within 90 calendar days after receipt of such request and the offer of indemnity and (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) received an inconsistent direction from the Holders of a majority in aggregate principal amount of the outstanding Securities have not given Notes. Subject to certain restrictions, the Trustee a written direction inconsistent with such request prior to the expiration of such 60-day period. The Holders of a majority in aggregate principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding proceedings for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability or expense for which the Trustee has not received adequate indemnity as determined by it in good faith; provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. No reference herein to the Indenture and no provision of this Note or of the Indenture shall impair, as among the Issuer and the Holder of the Notes, the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the place, at the respective times, at the rate and in the coin or currency herein and in the Indenture prescribed.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating related to (x) certain events of bankruptcy, insolvency or reorganization with respect to BP I, BP II, an Issuer or any Restricted Subsidiary that, directly or indirectly, owns or holds any Equity Interest of an IssuerIssuer or (y) Section 6.01(c) of the Senior Secured Notes Indenture with respect to BP I’s, BP II’s or any Restricted Subsidiary’s failure to comply with its obligations under Section 4.13(a) of the Senior Secured Notes Indenture) occurs and is continuing, the Trustee or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Senior Secured Notes by notice to the Issuers, Trustee and the Issuers may declare the principal of, premium, if any, and accrued but unpaid interest (including additional interest, if any) on all the Securities Senior Secured Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to (i) certain events of bankruptcy, insolvency or reorganization with respect to BP I, BP II, an Issuer or any Restricted Subsidiary that, directly or indirectly, owns or holds any Equity Interest of an Issuer or (ii) Section 6.01(c) of the Senior Secured Notes Indenture with respect to BP I’s, BP II’s or any Restricted Subsidiary’s failure to comply with its obligations under Sections 4.13(a) of the Senior Secured Notes Indenture occurs, the principal of, premium, if any, and interest on all the Securities shall Senior Secured Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the The Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes by notice to the Trustee may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such acceleration with respect rescission shall affect any subsequent Default or impair any right consequent thereto. Subject to provisions of the Senior Secured Notes Indenture relating to the Securities and its consequences. If duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Senior Secured Notes Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Senior Secured Notes Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Senior Secured Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Senior Secured Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Senior Secured Notes Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Senior Secured Notes Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an IssuerHoldings) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuers may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity reasonably satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Securities may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities to be due and payablepayable provided, however, that, so long as any Indebtedness permitted to be incurred under the Indenture as part of the Senior Credit Facilities shall be outstanding, no such acceleration shall be effective until the earlier of (i) acceleration of any such Indebtedness under the Senior Credit Facilities or (ii) five Business Days after the giving of written notice to the Company and the administrative agent under the Senior Credit Facilities of such acceleration. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, of and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee and the Notes Collateral Agent shall be entitled to indemnification satisfactory to it them in its their sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Issuers or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture or the Security Documents at the request or direction of any of the Holders holders unless such Holders holders have offered and, if requested, provided to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered and, if requested, provided to the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or or, if the Trustee, being advised by counsel, determines that the Trustee determines is unduly prejudicial to the rights of any other Holder action or that would involve proceeding so directed may not lawfully be taken or if the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.good

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Securities may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, of and interest on all the Securities shall will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by written notice to the Issuer or the Holders of at least 30% in of the aggregate principal amount of the outstanding Securities, in each case, Notes by written notice to the IssuersIssuer and the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest interest, if any, on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest, if any, will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall ipso facto become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the The Holders of at least a majority in principal amount of the outstanding Securities Notes by notice to the Trustee may rescind any such an acceleration with respect to the Securities and its consequencesconsequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or and/or security (which may include pre-funding) satisfactory to it against any lossall losses, liability liabilities and expenses which might be Incurred by it in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such the Holder has previously given gives to the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 30% in of the aggregate principal amount of the Notes then outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity (which may include pre-funding) satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of at least a majority in principal amount of the outstanding Securities have Notes do not given give the Trustee a written direction inconsistent with such the request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of at least a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee has no duty to determine whether any such direction is unduly prejudicial to the rights of any such Holder). Prior to taking any action under the Indenture, the Trustee and the Collateral Agent shall each be entitled to indemnification and/or security (which may include pre-funding) satisfactory to it in its sole discretion against all losses losses, liabilities and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested in writing the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such written request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. For the avoidance of doubt, no premium in respect of the Notes shall be payable as a result of any Default or Event of Default.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by written notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If Subject to Section 7.01, if an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested Notes make a written request to the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee by notice to the Company or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersCompany, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under vested in it by the Indenture at the request or direction of any of the Holders holders pursuant to the Indenture, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be Incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee and the Notes Collateral Agent shall be entitled to indemnification satisfactory to it them in its their sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) in the Indenture with respect to certain events of bankruptcy, insolvency the Company or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the IssuersIssuer, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency the Company or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to the Trustee against the costs, expenses and liabilities which might be incurred by it against any loss, liability in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested in writing the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such written request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or, if the Trustee, being advised by counsel, determines that the action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceeding so directed would involve the Trustee in personal liability or expense for which it is not adequately indemnified, or subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such holders) or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by written notice to the Issuer or the Holders of at least 30% in of the aggregate principal amount of the outstanding Securities, in each case, Securities by written notice to the IssuersIssuer and the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest and Additional Amounts, if any, on all the Securities to be due and payable. Upon such a declaration, such principal and interest and Additional Amounts, if any, will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall ipso facto become and be immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the The Holders of a majority in principal amount of the outstanding Securities by notice to the Trustee may rescind any such an acceleration with respect to the Securities and its consequencesconsequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such rescission shall affect any subsequent Default or impair any right consequent thereto. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or and/or security (which may include pre-funding) satisfactory to it against any lossall losses, liability liabilities and expenses which might be Incurred by it in compliance with such request or expense and certain other conditions are complied withdirection. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such the Holder has previously given gives to the Trustee written notice stating that an Event of Default is continuing, (ii) the Holders of at least 30% in of the aggregate principal amount of the Securities then outstanding Securities have requested make a written request to the Trustee in writing to pursue the remedy, (iii) such Holder or Holders have offered offer to the Trustee security or indemnity (which may include pre-funding) satisfactory to it against any loss, liability or expense, (iv) the Trustee has does not complied comply with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have do not given give the Trustee a written direction inconsistent with such the request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the Securities then outstanding Securities are given the right to may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any action or forbearance is unduly prejudicial to such Holders) or that would involve the Trustee in personal liability, provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification and/or security (which may include pre-funding) satisfactory to it in its sole discretion against all losses losses, liabilities and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee by notice to the Issuer or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuer (with a copy to the Trustee) may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequencesconsequences if: (a) all existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by the declaration of acceleration, have been cured or waived; and (b) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating related to certain events of bankruptcy, insolvency or reorganization with respect to BP I, BP II, an Issuer or any Restricted Subsidiary that, directly or indirectly, owns or holds any Equity Interest of an Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Senior Secured Notes by notice to the Issuers, Trustee and the Issuers may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Senior Secured Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization with respect to BP I, BP II, an Issuer or any Restricted Subsidiary that, directly or indirectly, owns or holds any Equity Interest of an Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Senior Secured Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the The Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes by notice to the Trustee may rescind an acceleration and its consequences if the rescission would not conflict with any judgment or decree and if all existing Events of Default have been cured or waived except nonpayment of principal or interest that has become due solely because of acceleration. No such acceleration with respect rescission shall affect any subsequent Default or impair any right consequent thereto. Subject to provisions of the Senior Secured Notes Indenture relating to the Securities and its consequences. If duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Senior Secured Notes Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Senior Secured Notes Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Senior Secured Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities Senior Secured Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Senior Secured Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Senior Secured Notes Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Senior Secured Notes Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers or a Significant Subsidiary) occurs with respect to the Securities and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesSecurities of the series, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities of this series to be due and payable. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers or a Significant Subsidiary occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities of this series may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities of this series have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities of this series are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the IssuersIssuer, may declare the principal of, premium, if any, premium (including the Applicable Premium and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, premium (including the Applicable Premium) and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If Subject to Section 7.01, if an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if anyincluding the Applicable Premium) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested Notes make a written request to the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or or, subject to Section 7.01 of the Indenture, that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, Securities by notice to the Issuers, may declare the principal of, premium, if any, interest and accrued but unpaid interest any other monetary obligations on all the Securities to be due and payablepayable immediately. Upon such a declaration, such principal and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee Trustee, in writing writing, to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses that may be caused by taking or not taking such action. The Issuers are required to deliver to the Trustee, annually, a certificate indicating whether the signer thereof knows of any Default that occurred during the previous year.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuer or Holdings I) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Issuer may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer or Holdings I occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If Subject to the provisions of the Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee shall will be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer) occurs and is continuing, the Trustee or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, Issuer may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an the Issuer occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification reasonably satisfactory to it in its sole discretion against all losses losses, liabilities and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Issuers) occurs and is continuingcontinuing with respect to the 2025 Notes, the Trustee by notice to the Issuers or the Holders holders of at least 3025% in principal amount of the outstanding Securities, in each case, 2025 Notes by notice to the Issuers, Issuers (with a copy to the Trustee) may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities 2025 Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating specified in Section 6.01(f) or (g) of the Indenture with respect to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall 2025 Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders The holders of a majority in principal amount of the outstanding Securities 2025 Notes may rescind any such acceleration with respect to the Securities 2025 Notes and its consequencesconsequences if: (a) all existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the 2025 Notes that have become due solely by the declaration of acceleration, have been cured or waived; and (b) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction. If an Event of Default occurs and is continuingcontinuing with respect to the 2025 Notes, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders of the 2025 Notes, unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied withexpense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, 2025 Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 3025% in principal amount of the outstanding Securities 2025 Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities 2025 Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders holders of a majority in principal amount of the outstanding Securities are given the right to 2025 Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The TrusteeHowever, however, the Trustee may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, either (i) the Trustee by notice to the Issuers (with a copy to the Collateral Agent) or (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee and the Collateral Agent, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal, premium and interest shall be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee Trustee, the Collateral Agent or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs The Trustee and is continuing, the Trustee Collateral Agent shall be under no obligation to exercise any of the rights or powers under the Indenture or the other Notes Documents at the request or direction of any of the Holders holders unless such Holders holders have offered and, if requested, provided to the Trustee and the Collateral Agent indemnity or security satisfactory to it the Trustee and the Collateral Agent against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in aggregate principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iiiii) such Holders holders have offered and, if requested, provided to the Trustee (and if applicable, the Collateral Agent) security or indemnity satisfactory to it against any loss, liability or expense, (iviii) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (viv) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee and the Collateral Agent or of exercising any trust or power conferred on the Trustee. The TrusteeTrustee and the Collateral Agent, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee or the Collateral Agent in personal liability. Prior to taking any action under the IndentureIndenture or the other Notes Documents, the Trustee and the Collateral Agent shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an IssuerQD LLC) occurs and is continuing, the Trustee or the Holders holders of at least 3025% in principal amount of the outstanding SecuritiesNotes, in each case, by notice to the Issuers, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer QD LLC occurs, the principal of, premium, if any, and interest on all the Securities Notes shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default occurs (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuereither of the Issuers) occurs and is continuing, the Trustee or the Holders of at least 3025% in principal amount of the outstanding Securities, in each case, by notice to the Issuers, Securities may declare the principal of, premium, if any, of and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer either of the Issuers occurs, the principal of, premium, if any, of and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Securities unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 3025% in principal amount of the outstanding 143 11 Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee reasonable security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Subject to certain restrictions, the Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuerthe Company) occurs and is continuing, the Trustee or the Holders of at least 30% in principal amount of the outstanding Securities, in each case, by notice to the IssuersCompany, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities to be due and payable. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Company occurs, the principal of, premium, if any, and interest on all the Securities shall become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under certain circumstances, the Holders of a majority in principal amount of the outstanding Securities may rescind any such acceleration with respect to the Securities and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have any right to institute any proceeding, judicial or otherwise, with respect to the Indenture, or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, unless (i) such Holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders of at least 30% in principal amount of the outstanding Securities have requested the Trustee in writing to pursue the remedy, (iii) such Holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (v) the Holders of a majority in principal amount of the outstanding Securities have not given the Trustee a written direction inconsistent with such request prior to the expiration of such 60-day period. The Holders of a majority in principal amount of the outstanding Securities are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action.

Defaults and Remedies. If an Event of Default (other than an Event of a Default relating to certain events of bankruptcy, insolvency or reorganization of an IssuerHoldings) occurs and is continuing, the Trustee by notice to the Issuers or the Holders holders of at least 30% in principal amount of the outstanding Securities, in each case, Notes by notice to the Issuers, with a copy to the Trustee, may declare the principal of, premium, if any, and accrued but unpaid interest on all the Securities Notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to certain events of bankruptcy, insolvency or reorganization of an Issuer the Issuers occurs, the principal of, premium, if any, and interest on all the Securities shall Notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holdersholders. Under certain circumstances, the Holders holders of a majority in principal amount of the outstanding Securities Notes may rescind any such acceleration with respect to the Securities Notes and its consequences. If an Event of Default occurs and is continuing, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders holders unless such Holders holders have offered to the Trustee indemnity or security satisfactory to it the Trustee against any loss, liability or expense and certain other conditions are complied with. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder shall have holder may pursue any right to institute any proceeding, judicial or otherwise, remedy with respect to the Indenture, Indenture or for the appointment of a receiver, assignee, trustee, liquidator or sequestrator (or similar official) or for any other remedy under the Indenture, Notes unless (i) such Holder holder has previously given the Trustee written notice that an Event of Default is continuing, (ii) the Holders holders of at least 30% in principal amount of the outstanding Securities Notes have requested the Trustee in writing to pursue the remedy, (iii) such Holders holders have offered the Trustee security or indemnity satisfactory to it against any loss, liability or expense, (iv) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity indemnity, and (v) the Holders holders of a majority in principal amount of the outstanding Securities Notes have not given the Trustee a written direction inconsistent with such request prior to the expiration of within such 60-day period. The Holders Subject to certain restrictions, the holders of a majority in principal amount of the outstanding Securities Notes are given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder holder or that would involve the Trustee in personal liabilityliability or expense for which it is not adequately indemnified. Prior to taking any action under the Indenture, the Trustee shall be entitled to security or indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. For the avoidance of doubt, no premium in respect of the Notes shall be payable as a result of any Default or Event of Default.