OF THE COMPANY, FORM 1099 OR SUCH OTHER ANNUAL U.S.
FEDERAL INCOME TAX INFORMATION STATEMENT REQUIRED BY THE CODE CONTAINING SUCH
INFORMATION WITH REGARD TO THE DEBT SECURITIES HELD BY SUCH HOLDER AS IS
REQUIRED BY THE CODE AND THE INCOME TAX REGULATIONS OF THE U.S. TREASURY
THEREUNDER.
(B)
IF AND SO LONG AS THE HOLDER OF THE DEBT
SECURITIES IS CITIGROUP GLOBAL MARKETS INC. OR AN ENTITY THAT HOLDS A POOL OF
TRUST PREFERRED SECURITIES AND/OR DEBT SECURITIES OR A TRUSTEE THEREOF, THE
COMPANY WILL CAUSE COPIES OF ITS REPORTS ON FORMS FR Y-9C, FR Y-9LP AND FR Y-6
TO BE DELIVERED TO SUCH HOLDER PROMPTLY FOLLOWING THEIR FILING WITH THE FEDERAL
RESERVE.
28
ARTICLE V
REMEDIES OF THE TRUSTEE AND SECURITYHOLDERS
SECTION 5.01
EVENTS OF DEFAULT.
The following events shall be "Events of Default" with respect to Debt
Securities:
(A)
THE COMPANY DEFAULTS IN THE PAYMENT OF ANY
INTEREST UPON ANY DEBT SECURITY WHEN IT BECOMES DUE AND PAYABLE, AND CONTINUANCE
OF SUCH DEFAULT FOR A PERIOD OF 30 DAYS; FOR THE AVOIDANCE OF DOUBT, AN
EXTENSION OF ANY INTEREST PAYMENT PERIOD BY THE COMPANY IN ACCORDANCE WITH
SECTION 2.11 OF THIS INDENTURE SHALL NOT CONSTITUTE A DEFAULT UNDER THIS CLAUSE
5.01(A); OR
(B)
THE COMPANY DEFAULTS IN THE PAYMENT OF ANY
INTEREST UPON ANY DEBT SECURITY, INCLUDING ANY ADDITIONAL AMOUNTS IN RESPECT
THEREOF, FOLLOWING THE NONPAYMENT OF ANY SUCH INTEREST FOR TWENTY OR MORE
CONSECUTIVE INTEREST PERIODS; OR
(C)
THE COMPANY DEFAULTS IN THE PAYMENT OF ALL
OR ANY PART OF THE PRINCIPAL OF (OR PREMIUM, IF ANY, ON) ANY DEBT SECURITIES AS
AND WHEN THE SAME SHALL BECOME DUE AND PAYABLE, WHETHER AT MATURITY, UPON
REDEMPTION, BY ACCELERATION OF MATURITY PURSUANT TO SECTION 5.01 OF THIS
INDENTURE OR OTHERWISE; OR
(D)
THE COMPANY DEFAULTS IN THE PERFORMANCE OF,
OR BREACHES, ANY OF ITS COVENANTS OR AGREEMENTS IN SECTIONS 3.06, 3.07, 3.08 OR
3.09 OF THIS INDENTURE (OTHER THAN A COVENANT OR AGREEMENT A DEFAULT IN WHOSE
PERFORMANCE OR WHOSE BREACH IS ELSEWHERE IN THIS SECTION SPECIFICALLY DEALT
WITH), AND CONTINUANCE OF SUCH DEFAULT OR BREACH FOR A PERIOD OF 90 DAYS AFTER
THERE HAS BEEN GIVEN, BY REGISTERED OR CERTIFIED MAIL, TO THE COMPANY BY THE
TRUSTEE OR TO THE COMPANY AND THE TRUSTEE BY THE HOLDERS OF NOT LESS THAN 25% IN
AGGREGATE PRINCIPAL AMOUNT OF THE OUTSTANDING DEBT SECURITIES, A WRITTEN NOTICE
SPECIFYING SUCH DEFAULT OR BREACH AND REQUIRING IT TO BE REMEDIED AND STATING
THAT SUCH NOTICE IS A "NOTICE OF DEFAULT" HEREUNDER; OR
(E)
A COURT HAVING JURISDICTION IN THE PREMISES
SHALL ENTER A DECREE OR ORDER FOR RELIEF IN RESPECT OF THE COMPANY IN AN
INVOLUNTARY CASE UNDER ANY APPLICABLE BANKRUPTCY, INSOLVENCY OR OTHER SIMILAR
LAW NOW OR HEREAFTER IN EFFECT, OR APPOINTS A RECEIVER, LIQUIDATOR, ASSIGNEE,
CUSTODIAN, TRUSTEE, SEQUESTRATOR OR OTHER SIMILAR OFFICIAL OF THE COMPANY OR FOR
ANY SUBSTANTIAL PART OF ITS PROPERTY, OR ORDERS THE WINDING-UP OR LIQUIDATION OF
ITS AFFAIRS AND SUCH DECREE, APPOINTMENT OR ORDER