OF
DEFAULT;
(2) THE HOLDERS OF AT LEAST 25% IN PRINCIPAL AMOUNT OF THE OUTSTANDING
SECURITIES MAKE A WRITTEN REQUEST TO THE TRUSTEE TO PURSUE THE REMEDY;
(3) SUCH HOLDER OR HOLDERS OFFER TO THE TRUSTEE INDEMNITY SATISFACTORY TO THE
TRUSTEE AGAINST ANY LOSS, LIABILITY OR EXPENSE;
(4) THE TRUSTEE DOES NOT COMPLY WITH THE REQUEST WITHIN 60 DAYS AFTER RECEIPT OF
THE REQUEST AND THE OFFER OF INDEMNITY; AND
(5) DURING SUCH SIXTY (60) DAY PERIOD THE HOLDERS OF A MAJORITY IN PRINCIPAL
AMOUNT OF THE SECURITIES DO NOT GIVE THE TRUSTEE A DIRECTION INCONSISTENT WITH
SUCH REQUEST.
A SECURITYHOLDER MAY NOT USE THIS INDENTURE TO PREJUDICE THE RIGHTS OF ANOTHER
SECURITYHOLDER OR TO OBTAIN A PREFERENCE OR PRIORITY OVER ANOTHER
SECURITYHOLDER.
SECTION 6.07. RIGHTS OF HOLDERS TO RECEIVE PAYMENT
.
SUBJECT TO ARTICLE ELEVEN AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS
INDENTURE, THE RIGHT OF ANY HOLDER OF A SECURITY TO RECEIVE PAYMENT OF PRINCIPAL
OF, PREMIUM, IF ANY, AND INTEREST ON THE SECURITY, ON OR AFTER THE RESPECTIVE
DUE DATES EXPRESSED IN THE SECURITY, OR TO BRING SUIT FOR THE ENFORCEMENT OF ANY
SUCH PAYMENT ON OR AFTER SUCH RESPECTIVE DATES, SHALL NOT BE IMPAIRED OR
AFFECTED WITHOUT THE CONSENT OF THE HOLDER.
SECTION 6.08. COLLECTION SUIT BY TRUSTEE
.
IF AN EVENT OF DEFAULT IN PAYMENT OF INTEREST OR PRINCIPAL SPECIFIED IN
SECTION 6.01(1) OR (2) OCCURS AND IS CONTINUING, THE TRUSTEE MAY RECOVER
JUDGMENT IN ITS OWN NAME AND AS TRUSTEE OF AN EXPRESS TRUST AGAINST THE COMPANY
FOR THE WHOLE AMOUNT OF PRINCIPAL AND INTEREST REMAINING UNPAID.
SECTION 6.09. TRUSTEE MAY FILE PROOFS OF CLAIM
.
THE TRUSTEE MAY FILE SUCH PROOFS OF CLAIM AND OTHER PAPERS OR DOCUMENTS AS
MAY BE NECESSARY OR ADVISABLE IN ORDER TO HAVE THE CLAIMS OF THE TRUSTEE AND THE
SECURITYHOLDERS ALLOWED IN ANY JUDICIAL PROCEEDINGS RELATIVE TO THE COMPANY, ITS
CREDITORS OR ITS PROPERTY.
NOTHING HEREIN CONTAINED SHALL BE DEEMED TO
AUTHORIZE THE TRUSTEE TO AUTHORIZE OR CONSENT TO OR ACCEPT OR ADOPT ON BEHALF OF
ANY SECURITYHOLDER ANY PLAN OF REORGANIZATION, ARRANGEMENT, ADJUSTMENT OR
COMPOSITION AFFECTING THE SECURITIES OR THE RIGHTS OF ANY HOLDER THEREOF, OR TO
AUTHORIZE THE TRUSTEE TO VOTE IN RESPECT OF THE CLAIM OF ANY SECURITYHOLDER IN
ANY SUCH PROCEEDINGS.
SECTION 6.10. PRIORITIES
.
IF THE TRUSTEE COLLECTS ANY MONEY PURSUANT TO THIS ARTICLE, IT SHALL PAY OUT
THE MONEY IN THE FOLLOWING ORDER:
FIRST: TO THE TRUSTEE FOR AMOUNTS DUE UNDER SECTION 7.07;
SECOND: TO HOLDERS OF SENIOR INDEBTEDNESS TO THE EXTENT REQUIRED BY ARTICLE
ELEVEN;
THIRD: TO SECURITYHOLDERS FOR AMOUNTS DUE AND UNPAID ON THE SECURITIES FOR
PRINCIPAL AND INTEREST, RATABLY, WITHOUT PREFERENCE OR PRIORITY OF ANY KIND,
ACCORDING TO THE AMOUNTS DUE AND PAYABLE ON THE SECURITIES FOR PRINCIPAL AND
INTEREST, RESPECTIVELY; AND
FOURTH: TO THE COMPANY.
THE TRUSTEE MAY FIX A RECORD DATE AND PAYMENT DATE FOR ANY PAYMENT TO
SECURITYHOLDERS PURSUANT TO THIS SECTION 6.10.
SECTION 6.11. UNDERTAKING FOR COSTS
.
IN ANY SUIT FOR THE ENFORCEMENT