Common use of Trustee May File Proof of Claim Clause in Contracts

Trustee May File Proof of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) or any other obligor upon the Securities or the property of the Issuer, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditors, the Trustee (irrespective of whether the principal of the Securities of any series shall then be due and payable as therein expressed or by declaration or other wise and irrespective of whether the Trustee shall have made any demand on the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment of overdue principal of, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding or otherwise: (i) to file and prove a claim for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel) and of the Holders allowed in such judicial proceeding, (ii) to participate as a member, voting or otherwise, of any official committee of creditors appointed in such matter, and (iii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidation, sequestrator (or other similar official) in any such judicial proceeding is hereby authorized by each Holder of Securities of such series and coupons to make such payments to the Trustee, and in the event that such payments are made directly to the Holders, to pay to the Trustee any amount due to it for the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and counsel, and any other amounts due the Trustee or any predecessor Trustee under Section 606. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder or Security or coupon any plan of reorganization, arrangement, adjustment or composition affecting the Securities or 44 coupons or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon in any such proceeding. In any proceeding brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders of the Securities, and it shall not be necessary to make any Holders of the Securities parties to any such proceedings.

Trustee May File Proof of Claim. In Subject to the provisions of subordination or Write-Down set forth in this Subordinated Indenture or the Securities, in case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding there shall be pending proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities under any applicable bankruptcy, civil rehabilitation, reorganization, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy, civil rehabilitation, reorganization or insolvency, or a liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Company or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the IssuerCompany or such other obligor, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on pursuant to the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment provisions of overdue principal ofthis Section, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amountamount of principal and interest (or, or if the Securities of any series are Original Issue Discount Securities, such lesser portion of the principal amount as may be provided for specified in the Securities terms of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a trustee or a standby trustee or receiver or standby receiver in such matterarrangement, reorganization, liquidation or other bankruptcy, civil rehabilitation, reorganization or insolvency proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodiantrustee, receiver, assigneeor liquidator, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, rehabilitation, arrangement, adjustment or composition affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding. In any proceeding brought by , except, as aforesaid, to vote for the Trustee (and also any proceedings involving the interpretation election of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders of the Securities, and it shall not be necessary to make any Holders of the Securities parties to any such proceedingstrustee in bankruptcy or similar person.

Trustee May File Proof of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to the IssuerCompany, the Guarantor (if the Securities are Guaranteed Securities) or any other obligor upon the Securities or the property of the IssuerCompany, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditors, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on the Issuer Company or the Guarantor (if the Securities are Guaranteed Securities) for the payment of overdue principal ofprincipal, premium, if any, premium or interest on the Securitiesinterest) shall be entitled and empowered, by intervention in such proceeding or otherwise:, (i) to file and prove a claim for the whole amountamount of principal, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) , and interest and Additional Amounts, if any, owing and unpaid in respect of the any Securities and to file such other papers or documents as may be necessary or advisable in order to have the claims claim of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel) and of the Holders of Securities of any series allowed in such judicial proceeding, (ii) to participate as a member, voting or otherwise, of any official committee of creditors appointed in such matter, and (iiiii) to collect and receive any monies moneys or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidationliquidator, sequestrator (or other similar official) in any such judicial proceeding is hereby authorized by each Holder of Securities of such series and coupons to make such payments to the Trustee, and in the event that the Trustee shall consent to the making of such payments are made directly to the Security Holders, to pay to the Trustee any amount due to it for the reasonable compensation, compensation expenses, disbursements and advances of the Trustee and any predecessor Trustee, their its agents and counsel, and any other amounts due the Trustee or any predecessor Trustee under Section 6066.07. To the extent that such payment of reasonable compensation, expenses, disbursements, advances and other amounts out of the estate in any such proceedings shall be denied for any reason, payment of the same shall be secured by a lien on, and shall be paid out of, any and all distributions, dividends, moneys, securities and other property which the Holders of the Securities may be entitled to receive in such proceedings, whether in liquidation or under any plan of reorganization or arrangement or otherwise. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder or Security or coupon of Securities any plan of reorganization, arrangement, adjustment or composition affecting the Securities or 44 coupons or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securities in any such proceeding. In any proceeding brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders of the Securities, and it shall not be necessary to make any Holders of the Securities parties to any such proceedings.

Trustee May File Proof of Claim. In case Subject to the provisions of subordination, Write-Down and Cancellation, Going Concern Write-Down, or cancellation of interest payments (including Additional Amounts with respect thereto, if any) set forth in this Indenture or related provisions of the pendency of any receivershipSecurities, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other in case there shall be pending judicial proceeding proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities or the property of the Issuerfor its liquidation, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise and irrespective of whether the Trustee shall have made any demand on the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment of overdue principal ofotherwise, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding judicial proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a liquidator, trustee, receiver or custodian in such matterliquidation proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodiantrustee, receiver, assigneeliquidator, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, arrangement, adjustment or composition liquidation affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding, except, as aforesaid, to vote for the election of a liquidator or similar person. All rights of action and of asserting claims under this Indenture, or under any of the Securities, may be enforced by the Trustee without the possession of any of the Securities or the production thereof in any proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee and its respective agents and attorneys, shall be for the ratable benefit of the holders of the Securities in respect of which such action was taken. In any proceeding proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders holders of the SecuritiesSecurities in respect to which such action was taken, and it shall not be necessary to make any Holders of the such Securities parties to any such proceedings.

Trustee May File Proof of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities or the property of the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or of such other obligor or their creditors, , (a) the Trustee (irrespective of whether the principal of the Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on the Issuer or the Guarantor (if the Securities are Guaranteed Securities) Company for the payment of overdue principal of, (and premium, if any, ) or interest on the Securities(including any Additional Interest)) shall be entitled and empowered, by intervention in such proceeding or otherwise:, (i) to file and prove a claim for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) and interest and (including any Additional Amounts, if any, Interest) owing and unpaid in respect of to the Securities and to file such other papers or documents as may be necessary or advisable and to take any and all actions as are authorized under the Trust Indenture Act in order to have the claims of the Holders and any predecessor to the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel) and of the Holders under Section 6.7 allowed in any such judicial proceeding,proceedings; and (ii) to participate as a memberin particular, voting or otherwise, of any official committee of creditors appointed in such matter, and (iii) the Trustee shall be authorized to collect and receive any monies moneys or other property payable or deliverable on any such claims and to distribute the samesame in accordance with Section 5.6; and and (b) any custodian, receiver, assignee, trustee, liquidationliquidator, sequestrator (or other similar official) in any such judicial proceeding is hereby authorized by each Holder of Securities of such series and coupons to make such payments to the TrusteeTrustee for distribution in accordance with Section 5.6, and in the event that the Trustee shall consent to the making of such payments are made directly to the Holders, to pay to the Trustee any amount due to it for the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and counsel, and any other amounts due the Trustee or any predecessor Trustee under Section 606. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder or Security or coupon any plan of reorganization, arrangement, adjustment or composition affecting the Securities or 44 coupons or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon in any such proceeding. In any proceeding brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders of the Securities, and it shall not be necessary to make any Holders of the Securities parties to any such proceedings6.

Trustee May File Proof of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to the IssuerCompany, the Guarantor (if the Securities are Guaranteed Securities) or any other obligor upon the Securities Securities, their creditors or the property Property of the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or of such other obligor or their creditorsobligor, the Trustee (irrespective of whether the principal of the Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on the Issuer Company or the Guarantor (if the Securities are Guaranteed Securities) such other obligor for the payment of overdue principal ofprincipal, premium, if any, Liquidated Damages, if any, or interest on the Securitiesinterest) shall be entitled and empowered, by intervention in such proceeding or otherwise:, (ia) to file and prove a claim claim, to the extent permitted by law, for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) , and interest and Additional Amountsor Liquidated Damages, if any, owing and unpaid in respect of the Securities and to file such other papers or documents and take any other actions including participation as a full member of any creditor or other committee as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel) and of the Holders allowed in such judicial proceeding, (ii) to participate as a member, voting or otherwise, of any official committee of creditors appointed in such matterproceedings, and (iiib) to collect and receive any monies money or other property Property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidationliquidator, sequestrator (or other similar official) official in any such judicial proceeding is hereby authorized by each Holder of Securities of such series and coupons to make such payments to the TrusteeTrustee and, and in the event that the Trustee shall consent to the making of such payments are made directly to the Holders, to pay to the Trustee any amount due to it for the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their its agents and counsel, and any other amounts due the Trustee or any predecessor Trustee under pursuant to Section 6066.6 hereof. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Holder or Security or coupon any plan of reorganization, arrangement, adjustment or composition affecting the Securities or 44 coupons or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon in any such proceeding. In any proceeding brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders of the Securities, and it shall not be necessary to make any Holders of the Securities parties to any such proceedings.

Trustee May File Proof of Claim. In case Subject to the provisions of subordination, Write-Down and Cancellation, Going Concern Write-Down, or cancellation of interest payments set forth in this Perpetual Subordinated Indenture or related provisions of the pendency of any receivershipSecurities, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other in case there shall be pending judicial proceeding proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities or the property of the Issuerfor its liquidation, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on pursuant to the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment provisions of overdue principal ofthis Section, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding judicial proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a liquidator, trustee, receiver or custodian in such matterliquidation proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodianliquidator, trustee, receiver, assignee, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any all other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, arrangement, adjustment or composition liquidation affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding, except, as aforesaid, to vote for the election of a liquidator or similar person. All rights of action and of asserting claims under this Perpetual Subordinated Indenture, or under any of the Securities, may be enforced by the Trustee without the possession of any of the Securities or the production thereof in any proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee and its respective agents and attorneys, shall be for the ratable benefit of the holders of the Securities in respect of which such action was taken. In any proceeding proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Perpetual Subordinated Indenture to which the Trustee shall be a party) ), the Trustee shall be held to represent all the Holders holders of the SecuritiesSecurities in respect to which such action was taken, and it shall not be necessary to make any Holders of the such Securities parties to any such proceedings. For the avoidance of doubt, nothing in this Section 4.02 shall be construed to impair the effectiveness of the provisions of subordination, Write-Down and Cancellation, Going Concern Write-Down or cancellation of interest set forth in this Perpetual Subordinated Indenture or related provisions of the Securities.

Trustee May File Proof of Claim. In Subject to the provisions of subordination or Write-Down set forth in this Subordinated Indenture or the Securities, in case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding there shall be pending proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities under any applicable bankruptcy, civil rehabilitation, reorganization, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy, civil rehabilitation, reorganization or insolvency, or a liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Company or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the IssuerCompany or such other obligor, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on pursuant to the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment provisions of overdue principal ofthis Section, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amountamount of principal and interest (or, or if the Securities of any series are Original Issue Discount Securities, such lesser portion of the principal amount as may be provided for specified in the Securities terms of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a trustee or a standby trustee or receiver or standby receiver in such matterarrangement, reorganization, liquidation or other bankruptcy, civil rehabilitation, reorganization or insolvency proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodiantrustee, receiver, assigneeor liquidator, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, rehabilitation, arrangement, adjustment or composition affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding, except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person. All rights of action and of asserting claims under this Subordinated Indenture, or under any of the Securities, may be enforced by the Trustee without the possession of any of the Securities or the production thereof in any proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as Trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee and its respective agents and attorneys, shall be for the ratable benefit of the holders of the Securities in respect of which such action was taken. In any proceeding proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Subordinated Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders holders of the SecuritiesSecurities in respect to which such action was taken, and it shall not be necessary to make any Holders of the such Securities parties to any such proceedings. For the avoidance of doubt, nothing in this Section shall be construed to impair the effectiveness of the subordination provisions of Article 12 or the Write-Down provisions of Article 13 of this Subordinated Indenture or in the Securities.

Trustee May File Proof of Claim. In Subject to the provisions of subordination, Write-Down and Cancellation, Going Concern Write-Down, or cancellation of interest payments (including Additional Amounts with respect thereto, if any) set forth in this Indenture or the Securities, in case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other there shall be pending judicial proceeding proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities or the property of the Issuerfor its liquidation, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on pursuant to the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment provisions of overdue principal ofthis Section, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding judicial proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amount, or such lesser amount as may be provided for in the Securities of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a liquidator, trustee, receiver or custodian in such matterliquidation proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodianliquidator, trustee, receiver, assignee, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, arrangement, adjustment or composition liquidation affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding, except, as aforesaid, to vote for the election of a liquidator or similar person. All rights of action and of asserting claims under this Indenture, or under any of the Securities, may be enforced by the Trustee without the possession of any of the Securities or the production thereof in any proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as Trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee and its respective agents and attorneys, shall be for the ratable benefit of the holders of the Securities in respect of which such action was taken. In any proceeding proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Indenture to which the Trustee shall be a party) the Trustee shall be held to represent all the Holders holders of the SecuritiesSecurities in respect to which such action was taken, and it shall not be necessary to make any Holders of the such Securities parties to any such proceedings. For the avoidance of doubt, nothing in this Section shall be construed to impair the effectiveness of the interest cancellation provisions of Article 3, the subordination provisions of Article 12, the Write-Down and Cancellation provisions of Article 13 or the Going Concern Write-Down provisions of Article 14 of this Indenture or in the Securities.

Trustee May File Proof of Claim. In case Subject to the provisions of subordination or Non-Viability Write-Down set forth in this Fixed-Term Subordinated Indenture or related provisions of the pendency of any receivershipSecurities, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other in case there shall be pending judicial proceeding proceedings relative to the Issuer, the Guarantor (if the Securities are Guaranteed Securities) Company or any other obligor upon the Securities under any applicable bankruptcy, civil rehabilitation, reorganization, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy, civil rehabilitation, reorganization or insolvency, or a liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Company or its property or such other obligor, or in case of any other comparable judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the IssuerCompany or such other obligor, the Guarantor (if the Securities are Guaranteed Securities) or of such other obligor or their creditorsTrustee, the Trustee (irrespective of whether the principal of the any Securities of any series shall then be due and payable as therein expressed or by declaration or other wise otherwise and irrespective of whether the Trustee shall have made any demand on pursuant to the Issuer or the Guarantor (if the Securities are Guaranteed Securities) for the payment provisions of overdue principal ofthis Section, premium, if any, or interest on the Securities) shall be entitled and empowered, by intervention in such proceeding judicial proceedings or otherwise: (ia) to file and prove a claim or claims for the whole amountamount of principal and interest (or, or if the Securities of any series are Original Issue Discount Securities, such lesser portion of the principal amount as may be provided for specified in the Securities terms of such series, of principal (and premium, if any) and interest and Additional Amounts, if any, owing and unpaid in respect of the Securities of any series, and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for the reasonable compensation, expenses, disbursements and advances of compensation to the Trustee, and its agents agents, attorneys and counsel, and for reimbursement of all liabilities and reasonable expenses incurred, and all advances made, by the Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Holders Securityholders allowed in any judicial proceedings relative to the Company or other obligor upon the Securities of any series, or to the creditors or property of the Company or such judicial proceedingother obligor, (iib) unless prohibited by applicable law and regulations, to participate as a member, voting or otherwise, vote on behalf of the holders of the Securities of any official committee series in any election of creditors appointed a trustee or a standby trustee or receiver or standby receiver in such matterarrangement, reorganization, liquidation or other bankruptcy, civil rehabilitation, reorganization or insolvency proceedings or person performing similar functions in comparable proceedings, and (iiic) to collect and receive any monies moneys or other property payable or deliverable on any such claims claims, and to distribute all amounts received with respect to the sameclaims of the Securityholders and of the Trustee on their behalf; and any custodiantrustee, receiver, assigneeor liquidator, trustee, liquidation, sequestrator (custodian or other similar official) in any such judicial proceeding official is hereby authorized by each Holder of Securities of such series and coupons the Securityholders to make such payments to the Trustee, and and, in the event that such the Trustee shall consent to the making of payments are made directly to the HoldersSecurityholders, to pay to the Trustee any amount due such amounts as shall be sufficient to it for cover reasonable compensation to the reasonable compensation, expenses, disbursements and advances of the Trustee and any predecessor Trustee, their agents and its agents, attorneys and counsel, and any all other amounts due liabilities and reasonable expenses incurred, and all advances made, by the Trustee except as a result of negligence, bad faith or any predecessor Trustee under Section 606willful misconduct. Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Holder or Security or coupon Securityholder any plan of reorganization, arrangement, adjustment or composition affecting the Securities or 44 coupons of any series or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Holder of a Security or coupon Securityholder in any such proceeding, except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person. All rights of action and of asserting claims under this Fixed-Term Subordinated Indenture, or under any of the Securities, may be enforced by the Trustee without the possession of any of the Securities or the production thereof in any trial or other proceedings relative thereto, and any such action or proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee and its respective agents and attorneys, shall be for the ratable benefit of the holders of the Securities in respect of which such action was taken. In any proceeding proceedings brought by the Trustee (and also any proceedings involving the interpretation of any provision of this Fixed-Term Subordinated Indenture to which the Trustee shall be a party) ), the Trustee shall be held to represent all the Holders holders of the SecuritiesSecurities in respect to which such action was taken, and it shall not be necessary to make any Holders holders of the such Securities parties to any such proceedings. For the avoidance of doubt, nothing in this Section 4.02 shall be construed to impair the effectiveness of the provisions of subordination or Non-Viability Write-Down set forth in this Fixed-Term Subordinated Indenture or related provisions of the Securities.