Common use of Covenant Defeasance Clause in Contracts

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option specified in Section 4.3 applicable to this Section 8.03with respect to any Securities of or within a series, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (Sections 7.1, 9.4 and 9.5, and, if specified pursuant to Section 3.1, its obligations under any other than those in Sections 4.01covenant, 4.02, 4.06, 4.14 with respect to such Securities and 4.19) any coupons appertaining thereto on and after the date the conditions set forth below in Section 4.6 are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes such Securities and any coupons appertaining thereto shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with Sections 7.1, 9.4 and 9.5, or such covenantsother covenant, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Notessuch Securities and any coupons appertaining thereto, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such Section or such other covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such Section or such other covenant or by reason of any reference in any such Section or such other covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof5.1(3) or 5.1(6) or otherwise, as the case may be, but, except as specified above, the remainder of this Indenture and such Notes Securities and any coupons appertaining thereto shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the above option applicable to this Section, and unless and until the Company has exercised its option applicable to Section 8.038.02, the Company (and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, other applicable Note Party) shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.024.03 and 4.09(b)) with respect to the Outstanding Securities (including the Securities Guarantees), 4.06, 4.14 any covenant added to this Indenture subsequent to the Issue Date and 4.19) the covenants contained in the other Note Documents on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes such Securities shall thereafter be deemed not to be “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposeshereunder). For this purpose, Covenant Defeasance such covenant defeasance means that, that with respect to the outstanding Notes, such Outstanding Securities the Company (and any Guarantor applicable Note Party) may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenants set out in Article 4 (other than Sections 4.01, 4.03 and 4.09(b)), any covenant added to this Indenture subsequent to the Issue Date and the covenants contained in the other Note Documents, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofdocument, but, except as specified above, but the remainder of this Indenture and such Notes the Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereofsuch covenant defeasance, subject to the satisfaction of the conditions set forth in Section 8.04 hereofbelow, Sections 6.01(dClauses (c), (d) through 6.01(iand (f) of Section 6.01 hereof shall not constitute “Events of Default”.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the above option applicable to this Section 8.03with respect to any Securities of or within a series, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (Sections 1004 to 1009, inclusive, and, if specified pursuant to Section 301, its obligations under any other than those in Sections 4.01covenant, 4.02, 4.06, 4.14 and 4.19) with respect to such Outstanding Securities on and after the date the conditions set forth below in Section 1404 are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes such Securities shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with Sections 1004 to 1009, inclusive, or such covenantsother covenant, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Notessuch Outstanding Securities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such Section or such other covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such Section or such other covenant or by reason of any reference in any such Section or such other covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 hereof501(4) or 501(8) or otherwise, as the case may be, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03, each of the Company and each Guarantor Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.015.02, 4.025.03, 4.06, 4.14 5.04 and 4.19) 5.05 hereof with respect to the Outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and any Guarantor Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 7.01 hereof, but, except as specified above, the remainder of this Indenture the Indenture, the Guarantees and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15 and 4.16 and Article 5 hereof with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, each of the Company and each Guarantor the Subsidiary Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from their respective its obligations under the covenants contained in Article 4 IV (other than those in Sections 4.014.1, 4.024.5, 4.06, 4.14 4.7 and 4.194.18) and Article V with respect to the outstanding Notes and related Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the such Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1, but, except as specified above, the remainder of this Indenture and Indenture, such Notes and the related Note Guarantees, if any, shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(i6.1(f) hereof and 6.1(i) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this set forth in Section 8.03, the Company 11.2 and each Guarantor shall, subject to the satisfaction of the conditions to defeasance set forth in Section 8.04 hereof11.5, the Company shall be released from their respective its obligations under Sections 5.4, 5.5, 6.1(2) and 9.4 and any other covenants to be applicable to the covenants contained in Article 4 Notes of a series as specified pursuant to Section 2.1 unless specified otherwise pursuant to such Section (other than those and the failure to comply with any such provisions shall not constitute a default or Event of Default under Section 7.1), and the occurrence of any event described in Sections 4.017.1(4) and (5) unless specified otherwise pursuant to such Section shall not constitute a default or Event of Default hereunder, 4.02, 4.06, 4.14 and 4.19) on and after with respect to the date the conditions set forth below are satisfied Outstanding Notes of such series (hereinafter, “Covenant Defeasancecovenant defeasance”), ) and the Notes shall of such series will thereafter be deemed not “outstanding” Outstanding for the purposes purpose of any request, demand, authorization, direction, waivernotice, consent or declaration or act waiver of the Holders of such Notes (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding Outstanding for accounting purposes). For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesOutstanding Notes of such series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection with respect to it, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofdocument, but, except as specified above, but the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 4.1 of the option applicable to this Section 8.034.3, the Company and each Guarantor shall, subject to any other obligor on the satisfaction of the conditions set forth in Section 8.04 hereof, Securities shall be released from their respective its obligations under the covenants any covenant or provision contained in Article 4 (other than those or referred to in Sections 4.0110.4 through 10.17, 4.02inclusive, 4.06, 4.14 and 4.19) the provisions of Article VIII with respect to the Defeased Securities on and after the date the conditions set forth in Section 4.4 below are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes Defeased Securities shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesDefeased Securities, the Company and any Guarantor other obligor on the Securities may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection or Article, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or Article or by reason of any reference in any such covenant Section or Article to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofSections 5.1(c), (d), (e) or (f), but, except as specified abovein this Indenture, the remainder of this Indenture and such Notes Defeased Securities shall be unaffected thereby. In additionthe event covenant defeasance occurs, upon the Company’s exercise under Section 8.01 hereof Events of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth Default specified in Section 8.04 hereof, Sections 6.01(d5.1(e) through 6.01(iand (f) hereof shall not will no longer constitute Events of DefaultDefault with respect to the Securities.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor The Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those Articled Nine and to the extent described in Sections 4.01the applicable supplemental indenture, 4.02with respect to any series of Securities, 4.06, 4.14 and 4.19) with respect to the Outstanding Securities on and after the date of the conditions set forth below in Section 10.4 are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Securities, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 5.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject Subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, Sections 6.01(d5.1(e), 5.1(f) through 6.01(iand 5.1(g) hereof shall not constitute Events of DefaultDefault or defaults hereunder.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.1, 4.024.2, 4.06, 4.14 4.6 and 4.194.13) and Section 5.1 hereof on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) through 6.01(i6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 (other than those set forth in Sections 4.014.04 through 4.16, 4.024.18 and clauses (B) and (C) of 5.01(a)(2), 4.06, 4.14 and 4.19) inclusive with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(dclauses (3) through 6.01(i(7) of Section 6.01 hereof shall cease to operate and not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, the second sentence of Section 4.02, 4.06Sections 4.03, 4.14 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, and 4.19) 4.16 and Article Five with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01(5), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.03, Sections 6.01(d6.01(4) through 6.01(i6.01(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.0313.3, the Company and each Guarantor shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, be released from each of their respective obligations under the covenants contained in Article 4 Section 7.4, Section 8.1 and Section 10.4 hereof as well as any Additional Defeasible Provisions (other than those in Sections 4.01, 4.02, 4.06, 4.14 such release and 4.19) on and after the date the conditions set forth below are satisfied (hereinafter, termination hereinafter referred to as “Covenant Defeasance”), and the Notes shall Securities will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall Securities will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 5.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall Securities will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.03 13.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, Sections 6.01(dSection 5.1(c) through 6.01(iand Section 5.1(d) hereof shall and will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective its obligations under the covenants contained in Sections 4.06 through the end of Article 4 (and Article 5 and any other than those covenants specified in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) an indenture supplemental hereto with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of Notes (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(i6.01(h), except for Sections 6.01(e) hereof and 6.01(f) with respect to the Company (but not with respect to any Restricted Subsidiary) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.14, 4.15, and 4.16 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5 hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.01(iii) hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.03, Sections 6.01(d6.01(iv) through 6.01(i6.01(vi) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option specified in Section 4.3 applicable to this Section 8.03with respect to any Securities of or within a series, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (Sections 7.1, 9.4, 9.5, 9.8 and 9.9 and, if specified pursuant to Section 3.1, its obligations under any other than those in Sections 4.01covenant, 4.02, 4.06, 4.14 with respect to such Securities and 4.19) any coupons appertaining thereto on and after the date the conditions set forth below in Section 4.6 are satisfied (hereinafter, “Covenant Defeasance”"covenant defeasance"), and the Notes such Securities and any coupons appertaining thereto shall thereafter be deemed to be not “outstanding” "Outstanding" for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with Sections 7.1, 9.4, 9.5, 9.8 and 9.9 or such covenantsother covenant, but shall continue to be deemed “outstanding” "Outstanding" for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Notessuch Securities and any coupons appertaining thereto, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such Section or such other covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such Section or such other covenant or by reason of any reference in any such Section or such other covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof5.1(3) or 5.1(7) or otherwise, as the case may be, but, except as specified above, the remainder of this Indenture and such Notes Securities and any coupons appertaining thereto shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, the second sentence of Section 4.02, 4.06Sections 4.03, 4.14 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 4.19) 4.16 and Article Five with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01(5), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.03, Sections 6.01(d6.01(4) through 6.01(i6.01(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.039.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5.07 through 5.19 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 9.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 7.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.03 9.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, Sections 6.01(d7.01(4) through 6.01(i7.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 Section 4.06 through Section 4.43 and 4.19Section 5.01(c) with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a an Unmatured Event of Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Note Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections Section 6.01(b) through Section 6.01(d) through 6.01(i) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, (i) the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants any covenant contained in Article 4 (other than those Eight, in Sections 4.011005 through 1015 and any covenant added to this Indenture pursuant to Section 901(2), 4.02and (ii) the occurrence of any event specified in Section 501(3) (with respect to any of Article Eight, 4.06Sections 1005 through 1015, 4.14 and 4.19any covenant added to this Indenture pursuant to Section 901(2)), 501(4), 501(5), or 501(8)) shall be deemed not to be or result in an Event of Default, in each case with respect to the Outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"covenant defeasance"), and the Notes shall thereafter be deemed not “outstanding” to be "Outstanding" for the purposes of any direction, waiver, consent or consent, declaration or act other action of any Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” "Outstanding" for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, Section (to the extent so specified in the case of Section 50l(3) hereof) whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofdocument, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.013.9, 4.023.10, 4.064.5, 4.7 through 4.12 and 4.14 through 4.23 hereof, both inclusive, and 4.19Section 5.1(2) with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, above the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) through 6.01(i6.1(h) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.038.04 with respect to a series of Securities, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.064.03, 4.14 4.07, 4.08 and 4.19) 4.09 and Article Five with respect to the outstanding Securities of such series on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities of the applicable series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.03 hereof8.04, subject with respect to the satisfaction a series of the conditions set forth in Section 8.04 hereofSecurities, Sections 6.01(dclauses (3) through 6.01(i(7) hereof of Section 6.01 shall not constitute Events of DefaultDefault with regard to such Securities.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallthe Guarantors will, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, be released from their respective obligations under the covenants contained in Sections 4.03, 4.08, 4.09, 4.10 and Article 4 (other than those V in Sections 4.01each case, 4.02, 4.06, 4.14 and 4.19) with respect to the outstanding Notes on and after the date the applicable conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders of such Notes (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof the failure to comply with any such covenant shall not constitute Events an Event of DefaultDefault pursuant to Section 6.01(c).

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, 8.03 the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.013.03, 4.023.04, 4.063.06, 4.14 and 4.19) 3.07 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(i6.01(f) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 7.01 hereof of the option applicable to this Section 8.037.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Sections 3.07, 3.08, 3.09, 3.10, 3.11, 3.12, 3.14, 3.15, and 3.16 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 5.01(iii) hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 7.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.03, Sections 6.01(d5.01(iv) through 6.01(i5.01(vi) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from each of their respective obligations under Sections 4.07, 4.09 and 4.10 hereof with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(iand (4) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 4.07 and 4.19) 4.08 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(i6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof 12.1 of the option applicable to this Section 8.0312.3, the Company Issuers and each the Guarantor shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 hereof12.4, be released from each of their respective obligations under the covenants contained in Article 4 (other than those VI and Article X and any additional covenants specified in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) any Board Resolution or indenture supplemental hereto with respect to the Notes on and after the date the conditions set forth below in Section 12.4 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding Outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Notes and the Note Guarantee, the Company Issuers and any the Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant and any additional covenants specified in any Board Resolution or indenture supplemental hereto, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof7.1 with respect to the Outstanding Notes, but, except as specified above, the remainder of this the Indenture and such Notes and the Note Guarantee shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01Section 4.03, 4.02, 4.06, 4.14 4.04 and 4.19) 4.05 with respect to the outstanding Notes of the applicable Series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such Series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(4) through 6.01(i6.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.02, 4.06, 4.14 4.04 and 4.19) 4.07 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, amendment, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(i6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07, 4.024.08, 4.064.09, 4.14 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17 and 4.19) 4.18 hereof with respect to the outstanding Dollar Notes and/or Euro Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Dollar Notes and/or Euro Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Dollar Notes and/or Euro Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.unaffected

Covenant Defeasance. Upon The Company shall be released on the Company’s exercise under Section 8.01 hereof date of the option applicable deposit referred to this in clause (a) of Section 8.038.6 hereof from its obligations under Sections 4.6, the Company 4.7 and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 5.1 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01inclusive, 4.02, 4.06, 4.14 and 4.19) on and after the date the applicable conditions set forth below in Section 8.6 hereof are satisfied (hereinafter, “"Covenant Defeasance”"); and the occurrence of any event specified in clause (c) of Section 6.1 hereof (with respect to any of Sections 4.6, 4.7 and 5.1 hereof, inclusive), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)or result in an Event of Default, in each case with respect to the Notes. For this purpose, such Covenant Defeasance means that, with respect to the outstanding Notes, Notes (i) the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantspecified Section, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon and (ii) such Notes shall thereafter be deemed to be not "Outstanding" for the Company’s exercise under Section 8.01 hereof purposes of any request, demand, authorization, direction, notice, waiver, consent or declaration or other action of Holders (and the option applicable consequences of any therefor) in connection with such specified covenants, but shall continue to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Defaultbe deemed Outstanding for all other purposes hereunder.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.038.04 with respect to a series of Securities, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.064.03, 4.14 4.07, 4.08 and 4.19) 4.09 and Article Five with respect to the outstanding Securities of such series on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities of the applicable series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.03 hereof8.04, subject with respect to the satisfaction a series of the conditions set forth in Section 8.04 hereofSecurities, Sections 6.01(dclauses (3) through 6.01(i) hereof (8) of Section 6.01 shall not constitute Events of DefaultDefault with regard to such Securities.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.024.05, 4.06, 4.14 4.06 and 4.19) 4.07 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections Section 6.01(d), Section 6.01(f), Section 6.01(h) through (with respect only to Significant Subsidiaries) and Section 6.01(i) (with respect only to Significant Subsidiaries) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Applicable Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 with respect to any series of Notes, the Company and each Guarantor Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5 with respect to the outstanding Notes of such series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such series, the Company and any Guarantor Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01 (3) through 6.01(i6.01(5) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.039.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5.07 through 5.19 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 9.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the 100 outstanding NotesNotes and Note Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 7.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Note Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.03 9.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, Sections 6.01(d7.01(4) through 6.01(i7.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07, 4.024.08, 4.064.09, 4.10, 4.11, 4.12, 4.13 and 4.14 and 4.19) hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(5) through 6.01(i6.01(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 4.1 of the option applicable to this Section 8.034.3, the Company and each Guarantor shall, subject to any other obligor on the satisfaction of the conditions set forth in Section 8.04 hereof, Notes shall be released from their respective its obligations under the covenants any covenant or provision contained in Article 4 (other than those or referred to in Sections 4.0110.4 through 10.19, 4.02inclusive, 4.06, 4.14 and 4.19) the provisions of Article VIII with respect to the Defeased Notes on and after the date the conditions set forth in Section 4.4 below are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Defeased Notes shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Defeased Notes, the Company and any Guarantor other obligor on the Notes may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection or Article, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or Article or by reason of any reference in any such covenant Section or Article to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofSections 5.1(c), (d), (e) or (f), but, except as specified abovein this Indenture, the remainder of this Indenture and such Defeased Notes shall be unaffected thereby. In additionthe event covenant defeasance occurs, upon the Company’s exercise under Section 8.01 hereof Events of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth Default specified in Section 8.04 hereof, Sections 6.01(d5.1(e) through 6.01(iand (f) hereof shall not will no longer constitute Events of DefaultDefault with respect to the Notes.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 14.1 hereof of the option applicable to this Section 8.0314.3, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 14.4 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.017.1, 4.027.2,7.3, 4.067.4, 4.14 7.5, 7.7, 7.8 and 4.19) 7.9 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 14.4 are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof8.1, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof 14.1 of the option applicable to this Section 8.03 hereof14.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof14.4, Sections 6.01(d8.1(a)(3) through 6.01(iand (4) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from each of their respective obligations under Sections 4.07, 4.09 and 4.10 hereof with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Subsidiary Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 6.01(a) hereof, but, except as specified above, the remainder of this the Indenture and such Notes and Subsidiary Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dSection 6.01(a)(3), (4), (5) through 6.01(i) and (8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon The Issuer, Hovnanian and the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, be released from their respective obligations under the covenants contained in Article 4 Nine (other than those Section 9.1(c)) and, to the extent described in Sections 4.01the applicable supplemental indenture, 4.02with respect to the covenants of any series of Securities, 4.06, 4.14 and 4.19) on and after the date that the conditions set forth below in Section 10.4 are satisfied with respect to such series (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Securities of any series, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 5.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject Subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, Sections 6.01(d5.1(d), 5.1(e), 5.1(f) through 6.01(iand 5.1(g) hereof shall not constitute Events of DefaultDefault or defaults hereunder.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantors shall be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.012.15, 4.024.3, 4.064.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14 and 4.19) 4.15 and Article 5 hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any a reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 Sections 6.1(iii) and 6.1(iv) hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, addition upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.3, Sections 6.01(d6.1(v) through 6.01(i6.1(viii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, the second sentence of Section 4.02, 4.06Sections 4.03, 4.14 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 4.19) 4.16 and Article Five with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01(5), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.03, Sections 6.01(d6.01(4) through 6.01(i6.01(9) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Sections 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17 and 4.18 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) V with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01(5) or Section 6.01(6), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.03, Sections 6.01(d6.01(4) through 6.01(i6.01(12) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, 8.03 the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.013.02, 4.023.03, 4.063.04, 4.14 3.06, 3.05 and 4.19) 3.07 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(i6.01(g) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective obligations its obligations, and each Restricted Subsidiary shall be released from its obligations, under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.024.07, 4.064.08, 4.14 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.17, 4.19 and 4.19) 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor each Restricted Subsidiary may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(i(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.194.14) on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i6.01(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.038.04, the Company and each Guarantor of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.05, be released and discharged from their respective its obligations under the covenants any covenant contained in Article 4 (other than those 5 and in Sections 4.01, 4.02, 4.06, 4.14 Section 4.07 through Section 4.16 and 4.19) Section 4.18 with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"covenant defeasance"), and the Notes Securities shall thereafter be deemed to be not “"outstanding” " for the purposes purpose of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01(c), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.03 hereof8.04, subject to the satisfaction of the conditions set forth in Section 8.04 8.05 hereof, Sections 6.01(dSection 6.01(a)(1) through 6.01(iSection 6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 7.01 hereof of the option applicable to this Section 8.037.03, the Company and each Guarantor shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 7.04 hereof, be released from their respective each of its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 4.07, 4.09 and 4.19) 4.10 hereof with respect to the Outstanding Notes on and after the date the conditions set forth below in Section 7.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding Outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and any Guarantor may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 5.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 7.01 hereof of the option applicable to this Section 8.03 hereof7.03, subject to the satisfaction of the conditions set forth in Section 8.04 7.04 hereof, Sections 6.01(d5.01(iii) through 6.01(iand 5.01(iv) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, each of the Company and each Guarantor the Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from their respective its obligations under the covenants contained in specified pursuant to Section 2.2 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 V with respect to the outstanding Notes and 4.19) related Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the such Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1, but, except as specified above, the remainder of this Indenture and Indenture, such Notes and the related Note Guarantees, if any, shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(i6.1(f) hereof and 6.1(i) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this set forth in Section 8.03, the Company 11.2 and each Guarantor shall, subject to the satisfaction of the conditions to defeasance set forth in Section 8.04 hereof11.5, the Company shall be released from their respective its obligations under Sections 5.4, 5.5, 6.1(2) and 9.4 and any other covenants to be applicable to the covenants contained in Article 4 Notes of a series as specified pursuant to Section 2.1 unless specified otherwise pursuant to such Section (other than those and the failure to comply with any such provisions shall not constitute a default or Event of Default under Section 7.1), and the occurrence of any event described in Sections 4.017.1(4), 4.02(5) and (8) unless specified otherwise pursuant to such Section shall not constitute a default or Event of Default hereunder, 4.06, 4.14 and 4.19) on and after with respect to the date the conditions set forth below are satisfied Outstanding Notes of such series (hereinafter, “Covenant Defeasancecovenant defeasance”), ) and the Notes shall of such series will thereafter be deemed not “outstanding” Outstanding for the purposes purpose of any request, demand, authorization, direction, waivernotice, consent or declaration or act waiver of the Holders of such Notes (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding Outstanding for accounting purposes). For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesOutstanding Notes of such series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection with respect to it, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofdocument, but, except as specified above, but the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 Articles IV (other than those in Sections 4.01, 4.01 and 4.02, 4.06, 4.14 ) and 4.19) V with respect to the outstanding Notes of such series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3), 6.01(4), 6.01(5), 6.01(6) through 6.01(iand 6.01(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuer's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under Sections 3.9, 3.10, 4.5, 4.7, 4.8 and 4.10 through 4.22 hereof, inclusive, and Section 5.1(2) with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, above the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuer's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(3) through 6.01(i6.1(4) and 6.1(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 11.01 of the option applicable to this Section 8.03, 11.03 as to the Company and each Guarantor shalloutstanding Securities of all Series or any Series, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof11.04, the Company shall be released from their its respective obligations under the covenants contained Section 5.06, in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) each case on and after the date the conditions set forth below are satisfied as to those Securities as to which that option is exercised (hereinafter, “"Covenant Defeasance”"), and the Notes such Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesSecurities of any Series as to which the Covenant Defeasance has occurred, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof7.01(iii), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof 11.01 of the option applicable to this Section 8.03 hereof11.03, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof11.04, Sections 6.01(dSection 7.01(iii) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 9.01 of the option applicable to this Section 8.039.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof9.04, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 4.03 and 4.19) 4.05 of this Supplemental Indenture and Sections 4.04 and 4.05 of the Base Indenture on and after the date the conditions set forth below in Section 9.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Supplemental Indenture and such Notes shall be unaffected thereby. In additionIf the Company exercises its Covenant Defeasance option, upon the Company’s exercise under an Event of Default specified in Section 8.01 hereof 6.01(2), 6.01(3), 6.01(4) or 6.01(5) of this Supplemental Indenture or Section 6.01(c), 6.01(d) (only with respect to covenants that are released as a result of such Covenant Defeasance) or 6.01(e) (solely with respect to Significant Subsidiaries) of the option applicable to this Section 8.03 hereofBase Indenture, subject to the satisfaction of the conditions set forth in Section 8.04 hereofeach case, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events an Event of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 12.01 hereof of the option applicable to this Section 8.0312.03, the Company and each Guarantor shallIssuer will, subject to the satisfaction of the conditions set forth in Section 8.04 12.04 hereof, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.014.09, 4.02, 4.06, 4.14 4.10 and 4.19) 4.11 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 12.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor Issuer may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall will be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 12.01 hereof of the option applicable to this Section 8.03 hereof12.03, subject to the satisfaction of the conditions set forth in Section 8.04 12.04 hereof, Sections 6.01(c) and 6.01(d) through 6.01(i) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon Unless this Section 8.03 is otherwise specified pursuant to Section 2.22(y) to be inapplicable to Notes of any Series, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations its Obligations under the covenants contained in Article 4 (other than those Sections 4.03, 4.04 and 5.01 hereof as well as any additional covenants contained in Sections 4.01a supplemental indenture hereto for a particular Series of Notes or a Board Resolution or an Officers’ Certificate delivered pursuant to Section 2.02(w), 4.02, 4.06, 4.14 and 4.19) with respect to the outstanding Notes of any Series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), ) and the Notes of such Series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes of such Series shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such Series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes of such Series shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 12.1 of the option applicable to this Section 8.0312.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof12.4, be released from their respective its obligations under the covenants contained in Article 4 Nine (other than those in except Sections 4.019.1, 4.029.2, 4.06, 4.14 9.5 and 4.199.7) with respect to the Outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof5.1, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon The Issuer and the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, be released from their respective obligations under the covenants contained in Article 4 Nine (other than those Section 9.1(c)) and, to the extent described in Sections 4.01the applicable supplemental indenture, 4.02with respect to the covenants of any series of Securities, 4.06, 4.14 and 4.19) on and after the date that the conditions set forth below in Section 10.4 are satisfied with respect to such series (hereinafter, “Covenant Defeasance”), and the Notes Securities of such series shall thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesOutstanding Securities of any series, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default default or an Event of Default under Section 6.01 5.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject Subject to the satisfaction of the conditions set forth in Section 8.04 10.4 hereof, Sections 6.01(d5.1(d), 5.1(e), 5.1(f) through 6.01(iand 5.1(g) hereof shall not constitute Events of DefaultDefault or defaults hereunder.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantors shall be released from their respective obligations under the covenants contained in Sections 4.3, 4.6, 4.7, 4.8, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16 and 4.17, Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 V and 4.19) Article XI hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, neither the Company and nor any Guarantor may omit to need comply with and shall have no any liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document (and such omission to comply Section 6.1(iii) hereof shall not constitute a Default or an Event of Default under Section 6.01 hereofapply to any such covenant), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.3, Sections 6.01(d6.1(v) through 6.01(iand 6.1(vi) hereof shall not constitute Events of DefaultDefault with respect to the Securities.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.034.03 with respect to the Notes, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under Sections 10.07, 10.08, 10.09, 10.10, 10.11, 10.12, 10.13, 10.14, 10.15, 10.16, 10.17, 10.18 and 10.19 and clause (4) of Section 8.01(a), in each case, with respect to the covenants contained in Article 4 (other than those in Sections 4.01Defeased Securities, 4.02, 4.06, 4.14 and 4.19) on and after the date the conditions set forth in Section 4.04 below are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes Defeased Securities shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes), and the Events of Default under Section 5.01(c), (d), (g), (h) and (i) shall cease to be in full force and effect with respect to the applicable series of Securities. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesDefeased Securities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, 5.01 but, except as specified above, the remainder of this Indenture and such Notes Defeased Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 3.09 and 4.19) 5.01 hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes"outstanding" Securities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Anvil's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor Anvil shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.7, 4.024.8, 4.064.9, 4.10, 4.11, 4.12, 4.13, 4.14 and 4.19) 4.15 hereof with respect to the outstanding Senior Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Senior Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Senior Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Senior Notes, the Company and any Guarantor Anvil may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Senior Notes shall be unaffected thereby. In addition, upon the Company’s Anvil's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(5) through 6.01(i6.1(8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.10 through 4.20, 4.02, 4.06, 4.14 and 4.19) 4.22 through 4.24 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.4 are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(b), (c), (e) through 6.01(iand (g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, 8.03 the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.013.03, 4.023.04, 4.063.06, 4.14 and 4.19) 3.07 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(i6.01(g) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from each of their respective obligations under Sections 4.07, 4.09 and 4.10 hereof with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3), (4), (5) through 6.01(i) and (8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.024.07, 4.064.08, 4.14 4.09, 4.10 and 4.19) 4.11 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposespurposes to the extent permitted by GAAP). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor each Restricted Subsidiary may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(i(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 11.1 of the option applicable to this Section 8.0311.3, the Company and each Guarantor shallwill, subject to the satisfaction of the conditions set forth in Section 8.04 hereof11.4, be released from their respective its obligations under the covenants contained in Article 4 (other than those V and Article IX and any additional covenants specified in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) any Board Resolution or indenture supplemental hereto with respect to the Notes on and after the date the conditions set forth below in Section 11.4 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” Outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding Outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantcovenant and any additional covenants specified in any Board Resolution or indenture supplemental hereto, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1 with respect to the Outstanding Notes, but, except as specified above, the remainder of this the Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.02, 4.024.03, 4.04, 4.05, 4.06, 4.14 4.09 through 4.17 hereof, and 4.19the operation of Sections 5.01(a)(iv) and (a)(v) and Sections 5.01(b) hereof, with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), ) and each Guarantor shall be released from all of its obligations under its Guarantee with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall may not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the applicable conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in clause (a)(iii), (a)(iv), (a)(v), (a)(vi), (a)(vii) (with respect to the covenants contained in Sections 6.01(d4.02, 4.03, 4.04, 4.05, 4.06, 4.09 through 4.17 hereof), (a)(viii), (a)(ix), (a)(x), (a)(xi) through 6.01(ior (a)(xii) hereof shall not constitute Events (but in the case of Default(a)(x) and (a)(xi) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company’s failure to comply with clauses (a)(iv), (a)(v), (b) of Section 5.01.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallIssuer will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective each of its obligations under the covenants contained in Article 4 Section 3.02, 3.03, 3.04 and 3.05 and Section 4.01 (other than those in Sections 4.01, 4.02, 4.06, 4.14 except Section 4.01(a)(i) and 4.19(ii)) hereof with respect to the outstanding Notes on and after the date of the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified abovein this Section 8.03, the remainder of this Indenture and such the Notes shall will be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dSection 6.01(a)(ii) through 6.01(i(solely with respect to the defeased covenants listed above), and 6.01(a)(iv) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.013.9, 4.023.10, 4.064.5, 4.7 through 4.12 and 4.14 through 4.24 hereof, both inclusive, and 4.19Section 5.1(2) with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, above the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) through 6.01(i6.1(h) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from each of their respective obligations under the covenants contained in Article 4 Sections 4.07 through 4.22, inclusive and clause (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.194) of Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall and Note Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(i6.01(9) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07, 4.024.08, 4.064.09, 4.14 4.10, 4.11, 4.12, 4.13, 4.15, 4.16 and 4.19) 5.01 with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(iii) through 6.01(i6.01(vii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the The Company and each Guarantor shallof the Guarantors and any other obligor shall be released on the 91st day after the date of the deposit referred to in Clause (1) below from its obligations under Sections 704, subject 801, 1005, 1006 and 1007 with respect to the satisfaction Securities of the conditions set forth in Section 8.04 hereof, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 any series and 4.19) any related Securities Guarantee on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasancecovenant defeasance”), and the Notes Securities of such series and any related Securities Guarantee shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any request, demand, authorization, direction, notice, waiver, consent or declaration or act other action or Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” Outstanding for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesSecurities of such series and any related Securities Guarantee, the Company and any Guarantor each of the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant Section or by reason of any reference in any such covenant Section to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof501, but, except as specified above, the remainder of this Indenture and the Securities of such Notes series and any related Securities Guarantee shall be unaffected thereby. In addition, upon The following shall be the Company’s exercise under Section 8.01 hereof conditions to application of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.1303:

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.7, 4.024.8, 4.064.9, 4.14 4.10, 4.11, 4.12, 4.13, 4.16 and 4.19) 5.1 hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 8.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c) through 6.01(i6.1(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s or the Parent Guarantor’s exercise under Section 8.01 hereof 12.03 of the option applicable to under this Section 8.0312.05, the Company and each or the Parent Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.013.03, 4.024.05, 4.06, 4.14 4.07, 4.08, 4.09, 11.05 and 4.19) Article X with respect to the Defeased Notes on and after the date the conditions set forth below in Section 12.06 are satisfied (hereinafter, hereinafter “Covenant Defeasancecovenant defeasance”), and the Defeased Notes shall thereafter be deemed to be not “outstandingOutstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of if any thereof) in connection with such covenants, but shall continue to be deemed “outstandingOutstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding Defeased Notes, the Company and any or the Parent Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection or Article described in this Section 12.05, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or Article described in this Section 12.05 or by reason of any reference in any such covenant Section or Article described in this Section 12.05 to any other provision provisions herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Defeased Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 4.1 of the option applicable to this Section 8.034.3, the Company and each Guarantor shall, subject to any other obligor on the satisfaction of the conditions set forth in Section 8.04 hereof, Securities shall be released from their respective its obligations under the covenants any covenant or provision contained in Article 4 (other than those or referred to in Sections 4.0110.4 through 10.18, 4.02inclusive, 4.06, 4.14 and 4.19) the provisions of Article VIII with respect to the Defeased Securities on and after the date the conditions set forth in Section 4.4 below are satisfied (hereinafter, “Covenant Defeasance”"covenant defeasance"), and the Notes Defeased Securities shall thereafter be deemed to be not “outstanding” "Outstanding" for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” "Outstanding" for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the outstanding NotesDefeased Securities, the Company and any Guarantor other obligor on the Securities may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantSection or Article, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant Section or Article or by reason of any reference in any such covenant Section or Article to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereofSections 5.1(c), (d), (e) or (f), but, except as specified abovein this Indenture, the remainder of this Indenture and such Notes Defeased Securities shall be unaffected thereby. In additionthe event covenant defeasance occurs, upon the Company’s exercise under Section 8.01 hereof Events of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth Default specified in Section 8.04 hereof, Sections 6.01(d5.1(e) through 6.01(iand (f) hereof shall not will no longer constitute Events of DefaultDefault with respect to the Securities.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, each of the Company and each Guarantor the Subsidiary Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from their respective its obligations under the covenants contained in specified pursuant to Section 2.2 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 V with respect to the outstanding Notes and 4.19) related Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the such Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Subsidiary Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1, but, except as specified above, the remainder of this Indenture and Indenture, such Notes and the related Note Guarantees, if any, shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(i6.1(f) hereof and 6.1(i) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, 8.03 the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.013.03, 4.023.04, 4.063.06, 4.14 and 4.19) 3.07 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(i6.01(f) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, each of the Company and each Guarantor the Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from their respective its obligations under the covenants contained in Article 4 IV (other than those in Sections 4.014.1, 4.024.5, 4.064.7, 4.14 4.18 and 4.19) and Article V with respect to the outstanding Notes and related Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the such Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1, but, except as specified above, the remainder of this Indenture and Indenture, such Notes and the related Note Guarantees, if any, shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(i6.1(f) hereof and 6.1(i) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from each of their respective obligations under Sections 4.07, 4.09 and 4.10 hereof with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and Guarantees shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) 6.01(3), (4), (5), (8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 Sections 3.2 through 3.12, 3.14 (other than those in Sections 4.01with respect to the Company’s corporate existence), 4.023.15, 4.06and 3.16 hereof, 4.14 and 4.19the operation of clause (d) of Section 4.1 hereof, with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.4 hereof are satisfied (hereinafter, “Covenant Defeasance”), ) and each Guarantor shall be released from all of its obligations under its Subsidiary Guarantee with respect to such covenants in connection with such outstanding Notes and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company’s exercise Company exercises under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default specified in clauses (c), (d) (with respect to the covenant contained in clause (d) of Section 4.1 hereof), (e) (with respect to Sections 6.01(d3.2 through 3.12, 3.14 (other than with respect to the Company’s corporate existence), 3.15, and 3.16 hereof), (f), (h) through 6.01(iand (i) hereof shall not constitute Events of Defaultsuch Section 6.1 (but in the case of clause (i) of Section 6.1 hereof, with respect to Significant Subsidiaries only).

Covenant Defeasance. Upon the Company’s exercise under Section ‎Section 8.01 hereof of the option applicable to this Section ‎Section 8.03, the Company and each the Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof‎Section 8.04, be released from each of their respective obligations under Sections ‎4.03, ‎4.07 and ‎4.08 with respect to the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) outstanding Notes on and after the date the conditions set forth below in ‎Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Guarantee, the Company and any the Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof‎Section 6.01, but, except as specified above, the remainder of this Indenture and such Notes and Guarantee shall be unaffected thereby. In addition, upon the Company’s exercise under Section ‎Section 8.01 hereof of the option applicable to this Section 8.03 hereof‎Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereofSections ‎8.04, Sections 6.01(d‎6.01(iii), ‎(iv), ‎(v), ‎(vi) through 6.01(iand ‎(vii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shallof the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from each of their respective obligations under the covenants contained in Article 4 Sections 4.06 through 4.33 and clause (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19d) of Section 5.01 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall will not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and Note Guarantees, the Company and any Guarantor the Guarantors may omit to comply with and shall will have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall will not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall and Note Guarantees will be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(i6.01(5) hereof shall will not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.024.05, 4.06, 4.14 4.07, 4.08 and 4.19) 4.09 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections Section 6.01(d), Section 6.01(f), Section 6.01(h) through (with respect only to Significant Subsidiaries) and Section 6.01(i) (with respect only to Significant Subsidiaries) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.5, 4.024.10, 4.06, and 4.14 and 4.19) hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and or any Guarantor of its Subsidiaries may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(3), (4), (5) through 6.01(iand (6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.03, 4.024.04, 4.06, 4.14 4.07 and 4.19) 4.11 hereof and Section 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Twenty-Eighth Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the CompanyIssuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(3), 6.01(a)(5), 6.01(a)(6) through 6.01(iand 6.01(a)(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof 9.1 of the option applicable to this Section 8.039.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantors shall be released from their respective obligations under the covenants contained in Sections 5.3, 5.5, 5.6, 5.7, 5.8, 5.9, 5.10, 5.11, 5.12, 5.13, 5.14, 5.15, 5.16 and 5.17, Article 4 (other than those in Sections 4.01VI, 4.02, 4.06, 4.14 Article XI and 4.19) Article XII with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to need not comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document (and such omission to comply Section 7.1(3) shall not constitute a Default or an Event of Default under Section 6.01 hereofapply to any such covenant), but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof 9.1 of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof9.3, Sections 6.01(d7.1(3) through 6.01(i7.1(7) hereof shall not constitute Events of Default. Upon Covenant Defeasance, as provided herein, the Guarantee of each Guarantor shall be fully released and discharged and the Trustee shall promptly execute and deliver to the Company any documents reasonably requested by the Company to evidence or effect the foregoing.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Sections 4.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.15 and 4.16 and Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5 hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(5) through 6.01(iand 6.1(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuers and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective obligations under the covenants contained in Article 4 Sections 4.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 4.17 hereof and clauses (other than those in iv) and (v) of Section 5.01(a) and Sections 4.015.01(c), 4.02, 4.06, 4.14 5.01(d) and 4.195.01(e) hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes and the Guarantees, the Company Issuers and any Guarantor the Guarantors may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes and the Guarantees shall be unaffected thereby. In addition, upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dSection 6.01(a)(iii) through 6.01(i(solely with respect to the covenants that are released upon a Covenant Defeasance), 6.01(a)(iv), 6.01(a)(v), 6.01(a)(vi) (solely with respect to Restricted Subsidiaries subject thereto), 6.01(a)(vii) (solely with respect to Restricted Subsidiaries subject thereto) and 6.01(a)(viii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.013.9, 4.023.10, 4.064.5, 4.7 through 4.12 and 4.14 through 4.18 hereof, both inclusive, and 4.19Section 5.1(2) with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act Act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 6.1 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03 hereof8.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(c), 6.1(e) through 6.01(iand 6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.013.09, 4.024.03, 4.06, 4.14 4.08, 4.09, Section 4.10, 4.11, 4.12, Section 4.13, 4.14, 4.15, 4.16, 4.17, 4.19, and 4.19clause (4) of Section 5.01(a) with respect to the outstanding Notes, and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Note Guarantees, on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture Indenture, and such Notes shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(dan Event of Default specified in Section 6.01(a)(3) through 6.01(i(only with respect to the covenants that are released as a result of such Covenant Defeasance), Section 6.01(a)(4) hereof that resulted solely from the failure of the Company to comply with clause (4) of Section 5.01(a), 6.01(a)(5) (only with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(a)(6), 6.01(a)(7), 6.01(a)(8), 6.01(a)(9), 6.01(a)(10), 6.01(a)(12) (solely with respect to Significant Subsidiaries or any group of Restricted Subsidiaries that, taken together (as of the date of the latest audited financial statements of the Company and its Restricted Subsidiaries) would constitute a Significant Subsidiary), 6.01(a)(11) and 6.01(a)(13), in each case, shall not constitute Events an Event of Default.

Covenant Defeasance. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 with respect to any series of Notes, the Company and each Guarantor Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 and 4.19) 5 with respect to the outstanding Notes of such series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes of such series shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such series, the Company and any Guarantor Issuers may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(i6.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07, 4.024.08, 4.064.09, 4.14 4.10, 4.11, 4.12, 4.13, 4.15 and 4.19) 4.16 hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iv) through 6.01(i6.0l(ix) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 4.07 and 4.19) 4.08 hereof with respect to the outstanding Notes of such series on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes of such series shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders of Notes of such series (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding NotesNotes of such series, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(i6.01(h) hereof hereof, except for Sections 6.01(g) and 6.01(h) with respect to the Company (but not with respect to any Restricted Subsidiary) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from their respective obligations under the covenants contained in Article 4 Sections ‎3.09, ‎4.03, ‎4.06, ‎4.08, ‎4.09, ‎Section 4.10, 4.11, 4.12, ‎Section 4.13, ‎4.14, ‎4.15, ‎4.16, ‎4.17, 4.19, and clause (other than those in Sections 4.014) of ‎Section 5.01(a) with respect to the outstanding Notes, 4.02and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Note Guarantees, 4.06, 4.14 and 4.19) on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, “Covenant Defeasance”), and the Notes shall thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to this Indenture and the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof6.01, but, except as specified above, the remainder of this Indenture Indenture, and such Notes shall be unaffected thereby. In addition, upon Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(dan Event of Default specified in Section 6.01(a)(3) through 6.01(i(only with respect to the covenants that are released as a result of such Covenant Defeasance), Section 6.01(a)(4) hereof that -91- resulted solely from the failure of the Company to comply with clause (4) of Section 5.01(a), 6.01(a)(5) (only with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(a)(6), 6.01(a)(7), 6.01(a)(8), 6.01(a)(9), 6.01(a)(11) (solely with respect to Significant Subsidiaries or any group of Restricted Subsidiaries that, taken together (as of the date of the latest audited financial statements of the Company and its Restricted Subsidiaries) would constitute a Significant Subsidiary) and 6.01(a)(12), in each case, shall not constitute Events an Event of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07, 4.024.08, 4.064.09, 4.14 4.10, 4.11 and 4.19) 4.13 hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “Covenant Defeasance”"COVENANT DEFEASANCE"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(i6.01(e) and Section 6.01(h) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.039.03, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, be released from their respective its obligations under the covenants contained in Article 4 (other than those in Sections 4.014.07 through 4.13 and 4.15 through 4.20 hereof, 4.02both inclusive, 4.06, 4.14 and 4.19Section 5.01(b)(iv) with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document document, and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01 hereof, but, except as specified above, the remainder of this Indenture and such Notes shall be unaffected thereby. In addition, upon the Company’s 's exercise under Section 8.01 9.01 hereof of the option applicable to this Section 8.03 hereof9.03, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, Sections 6.01(d6.01(e), 6.01(g) through and 6.01(i) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company’s 's exercise under ------------------------------- Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, the Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from their respective any obligations under the covenants contained in Article 4 (other than those in Sections 4.01, 4.02, 4.06, 4.14 3.2 and 4.19) 3.3 hereof with respect to the outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, “"Covenant Defeasance”"), and the Notes Securities shall thereafter be deemed not “"outstanding” " for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed “"outstanding” " for all other purposes hereunder (it being understood that such Notes Securities shall not be deemed outstanding for accounting purposes). For this purpose, such Covenant Defeasance means that, with respect to the outstanding NotesSecurities, the Company and any Guarantor may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default with respect to the Securities under Section 6.01 hereof6.1(3), nor shall any event referred to in Sections 6.1(4) thereafter constitute a Default or Event of Default with respect to the Securities, but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(i) hereof shall not constitute Events of Default.