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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 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 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 4.20 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, 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" outstanding Notes, the Company 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 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(fand 6.01(e) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 hereof and clause (4) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations obligations, and each Restricted Subsidiary shall be released from its obligations, under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, and 5.01 hereof the limitations set forth in clause (3) of 5.01(a) 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" outstanding Notes, the Company and 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 ’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(f(7) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(fand 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise by the Company under Section 8.01 hereof 12.01 of the option applicable to this Section 8.0312.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.094.06 through Section 4.18, 4.07Section 4.22, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 clause (iv) of Section 5.01(a) hereof with respect to the outstanding Outstanding Notes and no Default under Section 6.01(e) or (f) shall thereafter constitute a Default or Event of Default on and the date which is the 123rd day after the date deposit referred to in Section 12.04(a); provided that all of the conditions set forth below in Section 12.04 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)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the "outstanding" Outstanding Notes, the Company 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) or (d), 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Article 5 and Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17, 4.18 4.17 and 5.01 hereof 4.19 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(f) 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 the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its their obligations under the covenants contained in Sections 3.094.3, 4.074.4, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20 and 5.01 hereof 5.1 with respect to the outstanding Notes and Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant Defeasance"“covenant defeasance” and, together with legal defeasance, “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 covenant defeasance means that, with respect to the "outstanding" outstanding Notes, the Company or any 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(dclauses (3), (4), (5), (6), (7) through 6.01(fand (9) hereof of the first paragraph of Section 6.1 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 (to the extent applicable) shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its each of their obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 4.19 hereof and clause (4) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(f6.01(5) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.093.9, 4.073.10, 4.083.11, 4.094.3, 4.104.4, 4.114.5, 4.124.7 through 4.12 and 4.14 through 4.19, 4.13both inclusive, 4.15and Section 5.1(b), 4.16, 4.17, 4.18 Article XI and 5.01 hereof Article XII 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" outstanding Notes, the Company 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(f6.1(j) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.03, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 5.01 Articles 5 and 10 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) through 6.01(f6.01(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 Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 hereof and clause (2) 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 are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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" outstanding Notes, the Company 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 Supplemental 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(4) through 6.01(fand (5) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Companies' exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Companies shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 4.19 hereof and clause (b)(iii) 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 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" outstanding Notes, the Company Companies 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 Agreement and such Notes shall be unaffected thereby. In addition, upon the Company's Companies' exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) 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 the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 and Section 5.01(ii) and Section 5.01(iii) 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii), 6.01(iv), 6.01(v), 6.01(vi), 6.01(vii) through 6.01(f(solely with respect to Significant Subsidiaries) and 6.01(viii) (solely with respect to Significant Subsidiaries), 6.01(ix), 6.01(x), 6.01(xi), 6.01(xii), 6.01(xiii), 6.01(xiv) and 6.01(xv) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.19, 4.20 and 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 DefeasanceCOVENANT 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(dS ections 6.01(iii) through 6.01(f(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.05 and 4.06, 4.074.09 through 4.19, 4.08and 4.21 hereof, 4.09and the operation of Sections 5.01(a)(4) and (b)(4) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 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" outstanding Notes, the Company 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, subject to the satisfaction of the 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 (iii) (with respect to the covenants contained in Sections 6.01(d4.09, 4.10, 4.12 or 4.18 or Section 5.01(a)(4) hereof), (iv) (with respect to Sections 4.05, 4.06, 4.11, 4.13 through 6.01(f4.17, 4.19 and 4.21 hereof), (v), (vi), (vii), (viii) hereof shall not constitute Events and (ix) of Defaultsuch Section 6.01 (but in the case of (viii) and (ix) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company’s failure to comply with Section 5.01(a)(4) hereof.

Covenant Defeasance. Upon the Company's Issuers’ exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, the Company Issuers shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.094.3, 4.074.4, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.19, 4.20, 4.21 and 5.01 hereof 5.1 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 covenant defeasance means that, with respect to the "outstanding" outstanding Notes, the Company Issuers or any of their 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(3) through 6.01(fand (5) 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 with respect to Securities of any series, the Company shall, with respect to such series of Securities, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 3.093.2 and 3.3, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 hereof with respect to the outstanding Notes Securities of such series on and after the date the conditions set forth below in Section 8.4 hereof 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 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 Securities shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the "outstanding" Notesoutstanding Securities of such series, the Company 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 Securities 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 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, payment of the Securities of such series may not be accelerated because of an Event of Default specified in clauses (c) (with respect to Sections 6.01(d3.2 and 3.3), (e) through 6.01(fand (f) hereof shall not constitute Events of Defaultsuch Section 6.1.

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 shall, subject to and the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantors shall be released from its their respective obligations under the covenants contained in Sections 3.094.3, 4.074.6, 4.08, 4.094.8, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17, 4.18 4.18, 4.19 and 5.01 4.20, Article V, Article X and the third and fourth paragraphs of Section 11.1(a) 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)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the "outstanding" outstanding Notes, neither the Company may omit to nor any Guarantor 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 shall not constitute a Default or an Event of Default under Section 6.01 hereof6.1(3), 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 8.038.3, and subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(6) through 6.01(f6.1(8) hereof shall not constitute Events of DefaultDefault with respect to the Notes.

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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 3.094.3, 4.074.7, 4.084.8, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.15 (other than with respect to the legal existence of the Company), 4.16, 4.17, 4.18 4.18, and 5.01 5.1 hereof and the operation of Sections 6.1(3), 6.1(4), 6.1(5) and 6.1(6) 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" outstanding Notes, the Company or any 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 ’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, 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(fand (6) hereof shall not constitute Events of Default. Notwithstanding any discharge or release of any obligations pursuant to Section 8.2 or 8.3, the Company’s obligations in Sections 2.5, 2.6, 2.7, 2.8, 7.7, 8.6 and 8.7 shall survive until the Notes are no longer outstanding pursuant to the last paragraph of Section 2.8. After the Notes are no longer outstanding, the Company’s obligations in Sections 7.7, 8.6 and 8.7 shall survive.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.19, 4.21 and 5.01 4.22 hereof and clause (4) of Section 5.01(a) 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f6.01(4), 6.01(5), 6.01(6), and 6.01(7) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.09, 4.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21 and 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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" outstanding Notes, the Company 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 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations obligations, and each Restricted Subsidiary shall be released from its obligations, under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, and 5.01 hereof the limitations set forth in clause (3) of 5.01(a) 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"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" outstanding Notes, the Company and 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 ’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(f(7) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise by the Company under Section 8.01 hereof 12.01 of the option applicable to this Section 8.0312.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.094.06 through Section 4.14, 4.07Section 4.18, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 clause (3) of Section 5.01(a) hereof with respect to the outstanding Outstanding Notes and no Default under Section 6.01(3), (4), (5), (6), (9) and (10) shall thereafter constitute a Default or Event of Default on and the date which is the 123rd day after the date deposit referred to in Section 12.04(a); provided that all of the conditions set forth below in Section 12.04 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)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the "outstanding" Outstanding Notes, the Company 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(3) or (4), 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21, 4.22, 4.23, 4.24, 4.25, 4.26, 4.27, 4.28 and 5.01 Article Five 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, such Covenant Defeasance means that, with respect to the "outstanding" outstanding Senior Notes, the Company 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 Senior 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof and 6.01(g) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 its obligations under the covenants contained in Sections 3.094.7, 4.074.8, 4.08, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.174.18, 4.18 4.19, and 5.01 5.1 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"), 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" outstanding Notes, the Company 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 8.038.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(d) through 6.01(f6.1(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Article 5 and Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17, 4.18 4.17 and 5.01 hereof 4.19 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(3) through 6.01(f6.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's ’s exercise under Section 8.01 13.01 hereof of the option applicable to this Section 8.0313.03, the Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 13.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.14 and 5.01 4.17 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 13.04 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" outstanding Notes, the Company 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 13.01 hereof of the option applicable to this Section 8.0313.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 13.04 hereof, Sections 6.01(d6.01(3), 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8), 6.01(9) through 6.01(fand 6.01(10) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.09 through 4.16, 4.17, 4.18 and 5.01 hereof 4.19 hereof, and the operation of Sections 5.01(a)(v) and (b)(v), with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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 not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the "outstanding" outstanding Notes, the Company 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 If the Company's exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 8.04, payment of the Notes may not be accelerated because of an Event of Default specified in clause (d) (with respect to the covenants contained in Sections 4.03, 4.09 through 4.16, 4.18 and 4.19 hereof), Sections 6.01(d(e), (f), (g), (h) through 6.01(fand (i) hereof shall not constitute Events (but in the case of Default(h) and (i) of Section 6.01, with respect to Significant Restricted Subsidiaries only) or because of the Company's or the Parent's failure to comply with clauses (a)(v) and (b)(v) of Section 5.01.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 hereof and clause (4) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(f6.01(b) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants any covenant contained in Sections 3.09801(3), 4.07(4) and (5), 4.08in Sections 803, 4.091005, 4.101006 and 1007 and Sections 1009 through 1019 and from the operation of Sections 501(6), 4.11(7), 4.12(8), 4.13(9) and (10) (but, 4.15in the case of Sections 501(9) and (10), 4.16with respect only to Significant Subsidiaries), 4.17, 4.18 and 5.01 hereof with respect to the outstanding Notes Outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant Defeasancecovenant defeasance"), and the Notes Securities shall thereafter be deemed not to be "outstandingOutstanding" for the purposes of any direction, waiver, consent or consent, declaration or act other Act of Holders (and the consequences of any thereof) in connection with such covenantsprovisions, 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" NotesOutstanding Securities, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantprovision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant provision or by reason of any reference in any such covenant provision 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(3), (4), (5), (6), (7), (8), (9) or (10) (but, in the case of Section 501(9) or (10), with respect only to Significant Subsidiaries) but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon If the Company's exercise Company exercises its option under Section 8.01 hereof of the option applicable to this Section 8.031203, subject to the satisfaction of the conditions set forth in Section 8.04 hereofeach Guarantor, Sections 6.01(d) through 6.01(f) hereof if any, shall not constitute Events of Defaultbe released from all its obligations under its Restricted Subsidiary Guarantee.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.094.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21 and 5.01 hereof 4.22 and Article Five with respect to the outstanding Notes on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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" outstanding Notes, the Company 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 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, 8.03 and Sections 6.01(d) through 6.01(f6.01(j) 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 shall, and subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, the Company shall be released from its obligations under the covenants contained in Sections 3.094.4, 4.074.5, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.175.1, 4.18 and 5.01 hereof 5.2 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" outstanding Notes, the Company 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 8.038.3 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(f6.1(g) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuers' exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company Issuers and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 3.094.7, 4.074.8, 4.08, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.174.18, 4.18 4.19, and 5.01 5.1 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"), 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" outstanding Notes, the Company 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 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 8.038.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(d) through 6.01(f6.1(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.174.17 and 14.8, 4.18 and 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(f6.01(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 the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the Security Documents and the covenants contained in Sections 3.094.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.19, 4.20 and 5.01 5.01(d), (e) and (f) 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" “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 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, the Company shall be released from its obligations under the covenants contained in Sections 3.094.02, 4.075.01, 4.085.02, 4.095.03, 4.105.04, 4.115.05, 4.125.06, 4.135.07, 4.155.08, 4.165.09, 4.175.10, 4.18 5.11, 5.12 and 5.01 hereof 5.13 and the Guarantors shall be released from their obligations under Section 11.04 with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, "Covenant DefeasanceXxxxx- xxxxx"), and the Notes and Guarantee shall thereafter be deemed not "outstandingout- standing" 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 Xxxxx- xxxxx means that, with respect to the "outstanding" outstanding Notes, the Company 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 cove- nant or by reason of any reference in any such covenant to any other provision provi- sion 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, 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, 8.03 and subject to the satisfaction sat- isfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(dthe failure to com- ply with the terms of Section 7.01(d), Section 7.01(e) through 6.01(fand Section 7.01(h) hereof shall not constitute Events of Default.. Section 8.04

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.037.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, be released from its obligations under the covenants contained in Sections 3.09, 4.074.06, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.164.15 and 4.17 hereof, 4.17and the operation of Section 5.01(a)(iv), 4.18 and 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 7.04 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" outstanding Notes, the Company 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 Third Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon If the Company's exercise Company exercises under Section 8.01 hereof of 7.01 the option applicable to this Section 8.037.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, payment of the Notes may not be accelerated because of an Event of Default specified in Section 7.04 (d) (with respect to Sections 6.01(d4.06, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 4.17), (e), (f) through 6.01(for (g) hereof shall not constitute Events (with respect only to Significant Subsidiaries) under Section 6.01 or because of Defaultthe failure of the Company to comply with clause (a)(iv) under Section 5.01.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.03(a), 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20 and 4.21 hereof and clause (iii) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19 and 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuer’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.038.3, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.094.3, 4.074.4, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.19, 4.20, 4.21, 4.23 and 5.01 hereof 5.1 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 covenant defeasance means that, with respect to the "outstanding" outstanding Notes, the Company Parent or any 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 hereof6.1, but, except as specified 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 hereof 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(3) through 6.01(fand (5) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.08 and 5.01 4.10 through 4.13 hereof with respect to the outstanding Notes and the Noteholder Collateral Platform Guarantees with respect to the 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" outstanding Notes, the Company Issuer and 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 shall be unaffected thereby. In addition, upon the Company's Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(e), 6.01(f) through 6.01(fand 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, be released from its obligations under the covenants contained in Sections 3.09, 4.03, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.174.17 and 4.18 hereof, 4.18 Article 5 hereof and 5.01 Article 11 hereof with respect to the outstanding Notes and the 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 the "outstanding" outstanding Notes, the Company and each 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) hereof and Section 6.01(i) shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the The Company may, at its option applicable and at any time, elect to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from have its obligations under Sections 4.3 (other than as it relates to legal existence of the covenants contained in Sections 3.09Company), 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.8 through 4.17, 4.18 (except for obligations mandated by the TIA) and 5.01 hereof 4.19 through 4.24 and Section 5.1 and the covenants of the Nation contained in Section 2 of the Nation Agreement released with respect to the outstanding Notes on and after the a date the conditions set forth below in Section 9.4 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" outstanding Notes, the Company may omit fail 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 hereof of the option applicable to in this Section 8.039.3, subject to the satisfaction of the conditions set forth in Section 8.04 9.4 hereof, Sections 6.01(d6.1(3), (4), (5), (6), (10) through 6.01(fand (11) hereof shall not constitute Events of Default. Notwithstanding any discharge or release of any obligations under this Indenture pursuant to Section 9.2 or this Section 9.3, the Company's obligations in Sections 2.4, 2.6, 2.7, 2.8, 7.7, 9,5, 9.6 and 9.8 shall survive until such time as the Notes have been paid in full. Thereafter, the Company's obligations in Sections 7.7, 9.5 and 9.8 shall survive.

Covenant Defeasance. Upon the Company's exercise by the Company under Section 8.01 hereof 12.01 of the option applicable to this Section 8.0312.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.06 through Section 4.17, 4.18 Section 4.21 and 5.01 clause (iv) of Section 5.01(a) hereof with respect to the outstanding Outstanding Notes and no Default under Section 6.01(e) and (f) shall thereafter constitute a Default or Event of Default on and the date which is the 123rd day after the date deposit referred to in Section 12.04(a); provided that all of 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)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the "outstanding" Outstanding Notes, the Company 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) or (d), 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise by the Company under Section 8.01 hereof 12.01 of the option applicable to this Section 8.0312.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants contained in Sections 3.094.06 through Section 4.18, 4.07Section 4.22, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 Article 14 and 5.01 clause (iv) of Section 5.01(a) hereof with respect to the outstanding Outstanding Notes and no Default under Section 6.01(e), (f) and (g) shall thereafter constitute a Default or Event of Default on and the date which is the 123rd day after the date deposit referred to in Section 12.04(a); provided that all of 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)hereunder. For this purpose, such Covenant Defeasance means that, with respect to the "outstanding" Outstanding Notes, the Company 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) or (d), 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.101

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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17, 4.18 and 5.01 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" outstanding Notes, the Company Issuers may omit to comply with and shall have no liability in respect of any term, 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 Issuers' exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.under

Covenant Defeasance. Upon the Company's ’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations obligations, and each Restricted Subsidiary shall be released from its obligations, under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.20 and 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" outstanding Notes, the Company and 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 ’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(f(7) 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 its their respective obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) through 6.01(f6.01(vii) 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 shalland each of the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its each of their obligations under the covenants contained in Sections 3.09Section 3.3, 4.073.5, 4.083.6, 4.093.7, 4.103.10, 4.113.12, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 3.16 and 5.01 3.19 and Section 4.1 (except Section 4.1(a)(1) and (a)(2)) 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 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" Notesoutstanding Notes and Guarantees, the Company and 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 and Guarantees will 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 8.038.3, subject to the satisfaction of the conditions set forth in 127 Section 8.04 8.4 hereof, Sections 6.01(d6.1(3) through 6.01(f(other than with respect to Sections 4.1(a)(1) and (a)(2)), 6.1(4), 6.1(5), 6.1(6), 6.1(7) and 6.1(8) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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, 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" outstanding Notes, the Company 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 hereof, but, except as specified 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 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(fand 6.01(e) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.094.5(a), 4.074.7, 4.084.8, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 5.1(ii) and 5.01 10.2 hereof with respect to the outstanding Notes 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" outstanding Notes, (i) the Company and each Subsidiary 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 hereof6.1(iii) or Section 6.1(iv) (as applicable), and (ii) Sections 6.1(v) and Section 6.1(vi) shall not constitute Events of Default 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 4.20 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.17 and 4.18 and 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" outstanding Notes, the Company and 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 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(a)(iii) through 6.01(f(vii) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer, the Parent and all Restricted Subsidiaries that are Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 5.01(a)(3) and 5.01 hereof with respect to the outstanding Notes 9.07, 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 this Indenture and the "outstanding" outstanding Notes, the Company Issuer, the Parent and the other 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, but, except as specified aboveabove and in the remainder of this paragraph below, 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 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(a)(3) through 6.01(f(but only with respect to Section 5.01(a)(3)), 6.01(a)(4) hereof (but only with respect to covenants that are released as a result of such Covenant Defeasance), 6.01(a)(5), 6.01(a)(6) (solely with respect to Significant Subsidiaries or any group of Restricted Subsidiaries of the Parent that, taken together (as of the date of the latest audited financial statements of the Parent and its Restricted Subsidiaries) would constitute a Significant Subsidiary of the Parent), 6.01(a)(7), 6.01(a)(8) and 6.01(a)(9), in each case shall not constitute Events of Default. Following the Issuer’s exercise of its Covenant Defeasance option, the Note Guarantees in effect at such time shall terminate as provided in Section 10.06.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.05 and 4.06, 4.074.09 through 4.19, 4.08and 4.21 hereof, 4.09and the operation of Sections 5.01(a)(4) and (b)(4) hereof, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 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" outstanding Notes, the Company 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, subject to the satisfaction of the 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 (iii) (with respect to the covenants contained in Sections 6.01(d4.09, 4.10, 4.12 or 4.18 or Section 5.01(a)(4) hereof), (iv) (with respect to Sections 4.05, 4.06, 4.11, 4.13 through 6.01(f4.17, 4.19 and 4.21 hereof), (v), (vi), (vii), (viii) hereof shall not constitute Events and (ix) of Defaultsuch Section 6.01 (but in the case of (viii) and (ix) of Section 6.01 hereof, with respect to Significant Subsidiaries only) or because of the Company's failure to comply with Section 5.01(a)(4) hereof.

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 the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 5.01 4.19 and Section 5.01(ii) and Section 5.01(iii) 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii), 6.01(iv), 6.01(v), 6.01(vi), 6.01(vii) through 6.01(f(solely with respect to Significant Subsidiaries) and 6.01(viii) (solely with respect to Significant Subsidiaries), 6.01(ix), 6.01(x), 6.01(xi), 6.01(xii), 6.01(xiii), 6.01 (xiv) and 6.01(xv) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.174.09 through 4.14, 4.18 and 5.01 hereof 4.19 hereof, and the operation of Sections 5.01(a)(v) and (b)(v), 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 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 not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the "outstanding" outstanding Notes, the Company 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 If the Company's exercise Company exercises under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 8.04, payment of the Notes may not be accelerated because of an Event of Default specified in clause (d) (with respect to the covenants contained in Sections 4.03, 4.09 through 4.14, 4.18 and 4.19 hereof), Sections 6.01(d(e), (f), (g), (h) through 6.01(fand (i) hereof shall not constitute Events (but in the case of Default(h) and (i) of Section 6.01, with respect to Significant Restricted Subsidiaries only) or because of the Company’s or the Parent’s failure to comply with clauses (a)(v) and (b)(v) of Section 5.01.

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 the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its their obligations under the covenants contained in Sections 3.094.3, 4.074.5, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.16, 4.17, 4.18 4.16 and 5.01 4.17 hereof and in clause (iv) of Section 5.1 and the covenants contained in the Guarantees 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 compliance certificate, 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" outstanding Notes, the Company 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 Indenture, such Notes and such Notes Guarantees 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 8.038.3 hereof, 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(f(but only with respect to the Company's failure to observe or perform the covenants, conditions and agreements of the Company under clause (iv) of Section 5.1), 6.1(4), 6.1(7) and 6.1(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Obligors shall be released from its their obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, and 4.18 hereof and 5.01 Article 5 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 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" outstanding Notes, the Company Obligors 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, 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's ’s exercise under Section 8.01 8.02 hereof of the option applicable to this Section 8.038.04, the Company and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.05 hereof, be released from its obligations their Obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.19 and 5.01 4.20 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" outstanding Notes, the Company 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 8.02 hereof of the option applicable to this Section 8.038.04 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.05 hereof, the events set forth in Sections 6.01(d6.01(3) through 6.01(f6.01(10) 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 the Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.17 and 5.01 5.01(d) hereof 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" Notesoutstanding Notes of such series, the Company 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 of such series shall be unaffected thereby. In addition, upon the Company's ’s exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(4) through 6.01(f6.01(6) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof 7.01 of the option applicable to this Section 8.037.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, be released from its obligations under the covenants contained in Sections 3.09, 4.074.06, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.154.14, 4.164.15 and 4.17 hereof, 4.17and the operation of Section 5.01(a)(iv), 4.18 and 5.01 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 7.04 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" outstanding Notes, the Company 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 If the Company's exercise Company exercises under Section 8.01 hereof of 7.01 the option applicable to this Section 8.037.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof7.04, payment of the Notes may not be accelerated because of an Event of Default specified in Section 7.04 (d) (with respect to Sections 6.01(d4.06, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 4.17), (e), (f) through 6.01(for (g) hereof shall not constitute Events (with respect only to Significant Subsidiaries) under Section 6.01 or because of Defaultthe failure of the Company to comply with clause (a)(iv) under Section 5.01.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company and the Restricted Subsidiaries shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20 and 4.21 hereof and clause (iv) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21 hereof and clause (iv) 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 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof shall not constitute Events of Default.shall

Covenant Defeasance. Upon the Company's ’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.03, the Company shall8.3, subject to the satisfaction of the applicable conditions set forth in Section 8.04 8.4 hereof, the Company and the Guarantors shall be released from its their respective obligations under the covenants contained in Sections 3.094.3, 4.074.4, 4.084.5, 4.094.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 5.01 hereof with respect to 4.19, and Article V hereof, and the outstanding Notes Guarantors shall be released from their obligations under Section 10.3(b) hereof, in each case on and after the date the conditions set forth below are satisfied (hereinafter, "“Covenant Defeasance"”), and the Notes and the Guarantees 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" outstanding Notes, the Company and 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 the Company's ’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, subject to the satisfaction of the applicable conditions set forth in Section 8.04 8.4 hereof, (x) Sections 6.01(d) through 6.01(f6.1(3), (6), (7), (8), and (9) hereof shall not constitute Events of DefaultDefault and (y) Sections 6.1(4) and 6.1(5) hereof shall not constitute an Event of Default to the extent they occur after the 91st day following the occurrence of the Company’s exercise of Covenant Defeasance; provided, however that for all other purposes as set forth herein, such Covenant Defeasance provisions shall be effective.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Article 5 and in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 5.01 4.17 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(iii) through 6.01(f6.01(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 of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its their respective obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.17 and 4.18 hereof and clauses (iii) and (iv) 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 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) 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 its obligations under the covenants contained in Sections 3.094.7, 4.074.8, 4.08, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 5.1 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"”), 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" outstanding Notes, the Company 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 8.038.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, Sections 6.01(d6.1(d) through 6.01(fand 6.1(e) hereof shall not constitute Events of Default.

Covenant Defeasance. 137 Upon the Company's exercise under Section 8.01 hereof 1201 of the option applicable to this Section 8.031203, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under the covenants any covenant contained in Sections 3.09801(3), 4.07(4) and (5), 4.08in Sections 803, 4.091005, 4.101006 and 1007 and Sections 1009 through 1019 and from the operation of Sections 501(6), 4.11(7), 4.12(8), 4.13(9) and (10) (but, 4.15in the case of Sections 501(9) and (10), 4.16with respect only to Significant Subsidiaries), 4.17, 4.18 and 5.01 hereof with respect to the outstanding Notes Outstanding Securities on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant Defeasancecovenant defeasance"), and the Notes Securities shall thereafter be deemed not to be "outstandingOutstanding" for the purposes of any direction, waiver, consent or consent, declaration or act other Act of Holders (and the consequences of any thereof) in connection with such covenantsprovisions, 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" NotesOutstanding Securities, the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenantprovision, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant provision or by reason of any reference in any such covenant provision 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(3), (4), (5), (6), (7), (8), (9) or (10) (but, in the case of Section 501(9) or (10), with respect only to Significant Subsidiaries) but, except as specified above, the remainder of this Indenture and such Notes Securities shall be unaffected thereby. In addition, upon If the Company's exercise Company exercises its option under Section 8.01 hereof of the option applicable to this Section 8.031203, subject to the satisfaction of the conditions set forth in Section 8.04 hereofeach Guarantor, Sections 6.01(d) through 6.01(f) hereof if any, shall not constitute Events of Defaultbe released from all its obligations under its Restricted Subsidiary Guarantee.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.15 and 4.16 hereof and clause (4) 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 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) hereof shall not constitute Events of Default; provided that Section 6.01(d) shall not constitute an Event of Default to the extent it relates to defaults under those covenants with respect to which Covenant Defeasance has occurred.

Covenant Defeasance. Upon the Company's Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its obligations under the covenants contained in Sections 3.094.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 hereof 4.15 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" outstanding Notes, the Company Issuer or any 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 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 Issuer’s exercise under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereofSxxxxxx 0.00, Sections 6.01(dXxxxxxxx 0.00 (x), (x), (x), (x), (x) through 6.01(f) hereof shall not constitute Events of Defaultand (i).

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.03, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.07, 4.074.10, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21, 4.22, 4.23, 4.24, 4.25, 4.26, 4.27, and 5.01 4.28 hereof with respect to the outstanding Notes Bonds on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, "Covenant Defeasance"), and the Notes Bonds 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 Bonds shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the "outstanding" Notesoutstanding Bonds, the Company 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 Bonds shall be unaffected thereby. In addition, upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.14 and 5.01 4.15 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(fand 6.01(e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's ’s exercise under Section 8.01 8.2 hereof of the option applicable to this Section 8.038.4, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.5 hereof, be released from its obligations under the covenants contained in Sections 3.094.1, 4.074.2, 4.084.5 and 4.6 hereof, 4.09under Section 6.1(c) hereof with respect to such covenants, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 and 5.01 under Section 6.1 (d) and (e) hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.5 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" outstanding Notes, the Company 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 8.2 hereof of the option applicable to this Section 8.038.4 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8.5 hereof, Sections 6.01(d6.1(d) through 6.01(fand (e) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's exercise under Section 8.01 hereof of the option provided in Section 15.01 applicable to this Section 8.03Section, (a) the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be released from its obligations under Articles 7 and 14 hereof and Sections 9.06 through 9.17 hereof, inclusive, and (b) the covenants contained occurrence of an event specified in Sections 3.094.01(c), 4.074.01(d), 4.084.01(e), 4.094.01(f), 4.104.01(g), 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.01(i) and 5.01 hereof with respect 4.01(j) shall not be deemed to the outstanding Notes on and after the date the conditions set forth below are satisfied be an Event of Default (hereinafter, "Covenant Defeasancecovenant 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 shall not be deemed outstanding Outstanding for accounting purposes)) and holders of the Securities and the amounts deposited under Section 15.05 hereof shall cease to be subjected to any obligations to, or the rights of, any holder of Senior Debt. For this purpose, Covenant Defeasance such covenant defeasance means that, with respect to the "outstanding" Notes, that the Company may omit to comply with and shall have no liability in respect of any term, condition condition, or limitation set forth in any such covenantSection, Clause, or Article, whether directly or indirectly, indirectly by reason of any reference elsewhere herein to any such covenant Section, Clause, or Article or by reason of any reference in any such covenant Section, Clause, or Article to any other provision herein or in any other document document, and such omission to comply non-compliance shall not constitute a Default or an Event of Default under Section 6.01 4.01 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 exercise under Section 8.01 hereof of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(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 Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.16 and 5.01 4.17 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 breach 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(iii), 6.01(v) through 6.01(fand 6.01(vii) 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, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.093.9, 4.073.10, 4.084.5, 4.09, 4.10, 4.11, 4.7 through 4.12, 4.134.13 (except to the extent that it applies to the Company's existence), 4.15and 4.14 through 4.19, 4.16both inclusive, 4.17, 4.18 and 5.01 hereof Section 5.1 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" outstanding Notes, the Company 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(f6.1(e) hereof and 6.1(h) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, be released from its obligations under the covenants contained in Sections 3.095.02, 4.075.06, 4.085.07, 4.095.08, 4.105.09, 4.115.10, 4.125.11, 4.135.14, 4.155.19, 4.165.20, 4.175.21, 4.18 5.22 and 5.01 hereof Article 6 herein with respect to the outstanding Notes on and after the date the conditions set forth below in Section 9.04 are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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); PROVIDED that the foregoing shall not relieve the Company of its obligations under Article 4 which shall not terminate until the payment at the redemption date specified in Article 3 or the Stated Maturity of the Notes. For this purpose, Covenant Defeasance means that, with respect to the "outstanding" outstanding Notes, the Company 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 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 8.039.03, subject to the satisfaction of the conditions set forth in Section 8.04 9.04 hereof, Sections 6.01(d7.01(b) through 6.01(f7.01(e) 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 the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.17, 4.18 4.16 and 5.01 4.17 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 DefeasanceCOVENANT 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" outstanding Notes, the Company and 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 shall be unaffected thereby. In addition, upon the Company's exercise under Section 8.01 hereof of the option applicable to this Section 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(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, the Company shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its obligations under the covenants contained in Sections 3.093.9, 4.073.10, 4.083.11, 4.094.3, 4.104.4, 4.114.5, 4.124.7 through 4.12 and 4.14 through 4.19, 4.13both inclusive, 4.15and Section 5.1(b), 4.16, 4.17, 4.18 Article XI and 5.01 hereof Article XII 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" outstanding Notes, the Company 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(d6.1(c) through 6.01(f6.1(j) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, and 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(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 the Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be released from its their obligations under the covenants contained in Sections 3.094.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 5.01 and 5.01 hereof Article 10 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(c) through 6.01(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 Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.03, 4.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.16 and 5.01 4.17 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 breach 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, Sections 6.01(d6.01(iii), 6.01(v) through 6.01(fand 6.01(vi) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuers’ exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.038.3, the Company Issuers and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be released from its obligations under the covenants contained in Sections 3.094.7, 4.074.8, 4.08, 4.094.9, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.174.18, 4.18 4.19, and 5.01 5.1 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"”), 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" outstanding Notes, the Company 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 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 8.038.3 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 8. hereof, Sections 6.01(d6.1(d) through 6.01(f6.1(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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 and 4.21 hereof and clauses (iii), (iv) and (vi) 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 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c), (d), (e) through 6.01(fand (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 the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the Security Documents and the covenants contained in Sections 3.094.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19 and 5.01 5.01(c), (d), (e) and (f) 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" “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 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f6.01(g) and 6.01(j) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.03, 4.05, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20 and 5.01 4.21, hereof and the limitations set forth in Section 5.01(4) with respect to the outstanding Notes on and after the date the conditions set forth below in Section 8.04 are satisfied (hereinafter, "Covenant DefeasanceCOVENANT 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" outstanding Notes, the Company 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(3) through 6.01(fthough (7) 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 the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be released from its their obligations under the covenants contained in Sections 3.094.3, 4.074.4, 4.084.7, 4.094.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.20 and 5.01 hereof 5.1 with respect to the outstanding Notes and Note Guarantees on and after the date the conditions set forth below are satisfied (hereinafter, "Covenant Defeasance"“covenant defeasance” and, together with legal defeasance, “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 covenant defeasance means that, with respect to the "outstanding" outstanding Notes, the Company Tembec Inc. or any 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 hereof6.1, 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 8.1 of the option applicable to this Section 8.038.3, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, Sections 6.01(dclauses (3), (4), (5), (6), (7) through 6.01(fand (9) hereof of the first paragraph of Section 6.1 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.094.04, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21, 11.10 and 5.01 the provisions of Section 5.01(iv) and (v) 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)hereunder. For this purpose, Covenant Defeasance means that, with respect to the "outstanding" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) hereof shall not constitute Events of Default.

Covenant Defeasance. Upon the Company's Issuers’ exercise under Section 8.01 1301 hereof of the option applicable to this Section 8.031303, the Company shallIssuers will, subject to the satisfaction of the conditions set forth in Section 8.04 1307 hereof, be released from its each of their obligations under the covenants contained in Sections 3.091009, 4.071010, 4.081011, 4.091012, 4.101013, 4.111014, 4.12, 4.13, 4.15, 4.16, 4.17, 4.18 1015 and 5.01 1007 hereof and clause (4) of Section 801 hereof with respect to the outstanding Notes on and after the date the conditions set forth below in Section 1307 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" outstanding Notes, the Company Issuers 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 6.01 501 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 Issuers’ exercise under Section 8.01 1301 hereof of the option applicable to this Section 8.031303 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 1307 hereof, Sections 6.01(d) through 6.01(fSection 501(3) hereof shall will 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18 4.18, 4.19, 4.20, 4.21, 4.22, 4.23, 4.24, 4.25, 4.26, 4.27, 4.28 and 5.01 Article Five 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, such Covenant Defeasance means that, with respect to the "outstanding" outstanding Senior Notes, the Company 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 Senior 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, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d) through 6.01(f) hereof and 6.01(g) 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 shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be released from its obligations under the covenants contained in Sections 3.09, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.134.14, 4.15, 4.16, 4.16 and 4.17, 4.18 hereof and 5.01 Section 5.01(a)(D) 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" outstanding Notes, the Company 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 8.038.03 hereof, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Sections 6.01(d6.01(c) through 6.01(f) hereof shall not constitute Events of Default.